Obligation Abbott 6% ( US002824AV29 ) en USD

Abbott

109.673 % ▲

Etats-unis

US002824AV29 ( en USD )

6% par an ( paiement semestriel )

31/03/2039

Prospectus brochure de l'obligation Abbott US002824AV29 en USD 6%, échéance 31/03/2039

2 000 USD

1 000 000 000 USD

002824AV2

AA- ( Haute qualité )

Aa3 ( Haute qualité )

01/04/2025 ( Dans 100 jours )

L'Obligation émise par Abbott ( Etats-unis ) , en USD, avec le code ISIN US002824AV29, paye un coupon de 6% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 31/03/2039

L'Obligation émise par Abbott ( Etats-unis ) , en USD, avec le code ISIN US002824AV29, a été notée Aa3 ( Haute qualité ) par l'agence de notation Moody's.

L'Obligation émise par Abbott ( Etats-unis ) , en USD, avec le code ISIN US002824AV29, a été notée AA- ( Haute qualité ) par l'agence de notation Standard & Poor's ( S&P ).

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424B5 1 a2191138z424b5.htm 424(B)(5)
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TABLE OF CONTENTS
TABLE OF CONTENTS
Table of Contents
CALCULATION OF REGISTRATION FEE

Maximum
Title of Each Class of
Amount to be
Maximum Offering
Amount of

Aggregate Offering
Securities to be Registered
Registered
Price Per Unit
Registration Fee
Price

5.125% Notes due 2019
$2,000,000,000
99.567%

$1,991,340,000
$78,600

6.000% Notes due 2039
$1,000,000,000
99.771%

$997,710,000
$39,300

Filed Pursuant to Rule 424(b)(5)
Registration No. 333-157290
Prospectus Supplement
(To Prospectus dated February 12, 2009)
$3,000,000,000

Abbott
Abbott Laboratories
$2,000,000,000 5.125% Notes due 2019
$1,000,000,000 6.000% Notes due 2039
We are offering $2,000,000,000 aggregate principal amount of 5.125% Notes due 2019 (the "2019 Notes")
and $1,000,000,000 aggregate principal amount of 6.000% Notes due 2039 (the "2039 Notes" and, together with
the 2019 Notes, the "notes"). Interest on the notes will be paid semi-annually in arrears on April 1 and October 1
of each year, beginning on October 1, 2009. The 2019 Notes will mature on April 1, 2019 and the 2039 Notes
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will mature on April 1, 2039. We may redeem some or all of the notes at any time and from time to time at our
option. The redemption prices are discussed under the heading "Description of Notes--Redemption of the
Notes."
The notes will be our general unsecured senior obligations and will rank equally with all of our other
unsecured senior indebtedness from time to time outstanding.
Investing in the notes involves risks. See "Risk Factors" beginning on page S-2 of this
prospectus supplement.

Underwriting
Proceeds, before

Price to Public(1)

Discounts
expenses, to Us

Per 2019 Note

99.567%

0.450%

99.117%
Total
$1,991,340,000
$9,000,000
$1,982,340,000

Per 2039 Note

99.771%

0.875%

98.896%
Total
$997,710,000
$8,750,000
$988,960,000

(1)
Plus accrued interest from March 3, 2009, if settlement occurs after that date.
Neither the Securities and Exchange Commission nor any state securities commission has approved or
disapproved of these securities or determined if this prospectus supplement or the accompanying prospectus is
truthful or complete. Any representation to the contrary is a criminal offense.
The notes will not be listed on any national securities exchange. Currently, there are no public markets for
the notes.
The underwriters expect to deliver the notes in book-entry form only through the facilities of The
Depository Trust Company for the accounts of its participants, including Clearstream Banking, société anonyme,
and Euroclear Bank S.A./N.V., as operator of the Euroclear System, against payment in New York, New York on
or about March 3, 2009.
Joint Book-Running Managers
Banc of America Securities LLC
J.P. Morgan
Morgan Stanley
RBS Greenwich Capital
Senior Co-Managers
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Citi

BNP PARIBAS
Co-Managers
Deutsche Bank Securities
Mitsubishi UFJ Securities
SOCIETE GENERALE
Wachovia Securities
Goldman, Sachs & Co.
The Williams Capital Group, L.P.
Banca IMI

Standard Chartered Bank
The date of this prospectus supplement is February 26, 2009.
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Table of Contents
TABLE OF CONTENTS
Prospectus Supplement

Page
About This Prospectus Supplement

ii
Abbott Laboratories
S-1
Risk Factors
S-2
Cautionary Statement Regarding Forward-Looking Statements
S-4
Use of Proceeds
S-5
Ratio of Earnings to Fixed Charges
S-5
Capitalization
S-6
Description of Notes
S-7
Material U.S Federal Income Tax Considerations
S-12
Underwriting
S-16
Legal Opinions
S-19
Experts
S-19

Prospectus

Page
About This Prospectus

2
Abbott Laboratories

2
Use of Proceeds

2
Description of Debt Securities

2
Legal Opinions
11
Experts
11
Where You Can Find More Information
12
i
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Table of Contents
ABOUT THIS PROSPECTUS SUPPLEMENT
This document is in two parts. The first part is this prospectus supplement, which describes the specific
terms of this offering. The second part, the accompanying prospectus, gives more general information, some of
which may not apply to this offering. You should read the entire prospectus supplement, as well as the
accompanying prospectus and the documents incorporated by reference that are described under "Where You
Can Find More Information" in the accompanying prospectus.
You should rely only on the information contained or incorporated by reference in this prospectus
supplement and the accompanying prospectus and any free writing prospectus prepared by or on behalf of us. We
have not, and the underwriters have not, authorized any other person to provide you with different information. If
anyone provides you with different or inconsistent information, you should not rely on it. We are not, and the
underwriters are not, making an offer to sell these securities in any jurisdiction where the offer or sale is not
permitted. You should assume that the information appearing in this prospectus supplement, the accompanying
prospectus, and the documents incorporated by reference is accurate only as of the respective dates of those
documents in which the information is contained. Our business, financial condition, results of operations, and
prospects may have changed since those dates.
References to "Abbott," "we," "us," and "our" in this prospectus supplement and the accompanying
prospectus are to Abbott Laboratories, or Abbott Laboratories and its consolidated subsidiaries, as the context
requires.
ii
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ABBOTT LABORATORIES
Abbott Laboratories is an Illinois corporation, incorporated in 1900. Abbott's principal business is the
discovery, development, manufacture, and sale of a broad line of health care products. Abbott's products are
generally sold directly to retailers, wholesalers, hospitals, health care facilities, laboratories, physicians' offices
and government agencies throughout the world.
Abbott's reportable segments are as follows:
Pharmaceutical Products-- Worldwide sales of a broad line of pharmaceuticals. For segment
reporting purposes, two pharmaceutical divisions are aggregated and reported as the Pharmaceutical
Products segment.
Nutritional Products-- Worldwide sales of a broad line of adult and pediatric nutritional products.
Diagnostic Products-- Worldwide sales of diagnostic systems and tests for blood banks, hospitals,
commercial laboratories and alternate-care testing sites. For segment reporting purposes, three diagnostic
divisions are aggregated and reported as the Diagnostic Products segment.
Vascular Products-- Worldwide sales of coronary, endovascular and vessel closure products.
S-1
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Table of Contents
RISK FACTORS
Before you decide to invest in the notes, you should consider the factors set forth below as well as the risk
factors discussed in our Annual Report on Form 10-K for the year ended December 31, 2008, which is
incorporated by reference into this prospectus supplement and the accompanying prospectus. See "Where You
Can Find More Information" in the accompanying prospectus.
A public trading market for the notes may not develop.
We have not applied and do not intend to apply for listing of the notes on any securities exchange or any
automated quotation system. As a result, markets for the notes may not develop or, if any do develop, they may
not be sustained. If active markets for the notes fail to develop or cannot be sustained, the trading prices and
liquidity of the notes could be adversely affected.
The market prices of the notes may be volatile.
The market prices of the notes will depend on many factors that may vary over time and some of which are
beyond our control, including:
·
our financial performance;
·
the amount of indebtedness we and our subsidiaries have outstanding;
·
market interest rates;
·
the market for similar securities;
·
competition; and
·
general economic conditions.
As a result of these factors, you may only be able to sell your notes at prices below those you believe to be
appropriate, including prices below the price you paid for them.
An increase in interest rates could result in a decrease in the relative value of the notes.
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In general, as market interest rates rise, notes bearing interest at a fixed rate generally decline in value
because the premium, if any, over market interest rates will decline. Consequently, if you purchase these notes
and market interest rates increase, the market values of your notes may decline. We cannot predict the future
level of market interest rates.
Ratings of each series of notes may not reflect all risks of an investment in the notes.
We expect that the notes will be rated by at least one nationally recognized statistical rating organization.
The ratings of the notes will primarily reflect our financial strength and will change in accordance with the rating
of our financial strength. Any rating is not a recommendation to purchase, sell, or hold the notes. These ratings
do not correspond to market price or suitability for a particular investor. In addition, ratings at any time may be
lowered or withdrawn in their entirety.
The notes do not restrict our ability to incur additional debt or prohibit us from taking other action that could
negatively impact holders of the notes.
We are not restricted under the terms of the indenture governing the notes or the notes from incurring
additional indebtedness. The terms of the indenture limit our ability to secure additional debt without also
securing the notes and to enter into sale and leaseback transactions. However, these limitations are subject to
numerous exceptions. See "Description of Debt Securities--Certain Covenants of the Company" in the
accompanying prospectus. In addition, the notes do not require us to achieve
S-2
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or maintain any minimum financial results relating to our financial position or results of operations. Our ability to
recapitalize, incur additional debt, secure existing or future debt, or take a number of other actions that are not
limited by the terms of the indenture and the notes, including repurchasing indebtedness or common shares or
preferred shares, if any, or paying dividends, could have the effect of diminishing our ability to make payments
on the notes when due.
Our financial performance and other factors could adversely impact our ability to make payments on the
notes.
Our ability to make scheduled payments with respect to our indebtedness, including the notes, will depend
on our financial and operating performance, which, in turn, are subject to prevailing economic conditions and to
financial, business and other factors beyond our control.
The notes will be unsecured and effectively subordinated to our secured debt because, in certain
circumstances, the holders of secured debt will be entitled to proceed against the collateral securing such debt
and only the proceeds of such collateral in excess of the secured debt will be available for payment of the
unsecured debt, including the notes.
The notes will be unsecured. As of December 31, 2008, we did not have any significant secured debt
outstanding. The holders of any secured debt that we may have may foreclose on our assets securing our debt,
reducing the cash flow from the foreclosed property available for payment of unsecured debt. The holders of any
secured debt that we may have also would have priority over unsecured creditors in the event of our liquidation.
In the event of our bankruptcy, liquidation, or similar proceeding, the holders of secured debt that we may have
would be entitled to proceed against their collateral, and that collateral will not be available for payment of
unsecured debt, including the notes. As a result, the notes will be effectively subordinated to any secured debt
that we may have.
The notes are effectively subordinated to the liabilities of our subsidiaries, which may reduce our ability to use
the assets of our subsidiaries to make payments on the notes.
The notes are not guaranteed by our subsidiaries and therefore the notes will be effectively subordinated to
all existing and future indebtedness and other liabilities of our subsidiaries. In the event of a bankruptcy,
liquidation, or similar proceeding of a subsidiary, following payment by the subsidiary of its liabilities, the
subsidiary may not have sufficient assets to make payments to us. As of December 31, 2008, our subsidiaries had
approximately $0.5 billion of outstanding indebtedness (excluding intercompany debt and liabilities and accounts
payable incurred in the ordinary course of business). As of December 31, 2008 on a pro forma basis after giving
effect to our acquisition of Advanced Medical Optics, Inc., now named Abbott Medical Optics Inc ("AMO"), and
the related transactions, our subsidiaries had approximately $1.125 billion of outstanding indebtedness. As a
result of our acquisition of AMO, AMO is required to make an offer to repurchase all of the approximately $624
million aggregate principal amount of its outstanding 2.5% Convertible Notes due 2024, 1.375% Convertible
Senior Subordinated Notes due 2025 and 3.25% Convertible Senior Subordinated Notes due 2026.
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S-3
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