UNITED STATES
	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549
	SCHEDULE 13D/A

Under the Securities Exchange Act of 1934
(Amendment No.  2)*

(Name of Issuer)

 

(Title of Class of Securities)

 

(CUSIP Number)

 

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

^* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

 

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The following information amends and supplements the original Schedule 13D filed by Abbott Laboratories on September 1, 1998 (the “Original Schedule”), and Amendment 1 (the “First Amendment”) to the Schedule 13D filed on June 1, 1999.  The Original Schedule and First Amendment are collectively referred to as “Schedule 13D” below.  Capitalized terms used but not otherwise defined herein shall have the same meanings assigned to those terms in the Schedule 13D.

 

Item 1.	Security and Issuer
Item 2.	Identity and Background
Item 3.	Source and Amount of Funds or Other Consideration
Item 4.	Purpose of Transaction
Item 5.	Interest in Securities of the Issuer
(a) Abbott ceased to be the beneficial owner of more than five percent of the outstanding shares of Common Stock as a result of a change in the number of shares of Common Stock of the Issuer outstanding.  Abbott is the beneficial owner of the Shares representing approximately 2.93% of the shares of Common Stock outstanding as of April 29, 2004 (as reported in the Issuer’s Quarterly Report on Form 10-QSB for the period ended April 4, 2004).
(c) Except as described herein, Abbott has not effected any transactions in the Common Stock in the past 60 days.  Abbott is, however, in the process of transferring all 1,212,628 shares of Common Stock to Hospira, Inc. as part of a spin-off transaction.
Item 6.	Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
Item 7.	Material to Be Filed as Exhibits

 

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SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Dated: June 17, 2004
	Abbott Laboratories
		By:	/s/ Thomas C. Freyman
			Thomas C. Freyman, Executive Vice President, Finance and Chief Financial Officer

 

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