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Bristol-Myers Squibb 2008 Annual Meeting of Stockholders - Final.

Fair Disclosure Wire

| May 06, 2008 | COPYRIGHT 2003 CQ Transcriptions. (Hide copyright information)Copyright

Original Source: FD (FAIR DISCLOSURE) WIRE

JAMES CORNELIUS, CHAIRMAN, CEO, BRISTOL-MYERS SQUIBB: Good morning, everyone.

UNIDENTIFIED AUDIENCE MEMBER: (inaudible -- microphone inaccessible)

JAMES CORNELIUS: I'm Jim Cornelius, the Chairman and CEO of your Company. It's ten o'clock and time to call the meeting to order. On stage with me is Sandra Leung, our General Counsel and Corporate Secretary.

Before I introduce our Directors, I want to acknowledge with special thanks Jim Robinson, who retires from the Board of Directors at this annual meeting. He's not here today but he's given decades of dedicated service and leadership, including Chairmanship of the Board during some very difficult times.

UNIDENTIFIED AUDIENCE MEMBER: (inaudible question -- microphone inaccessible)

JAMES CORNELIUS: I'm sorry?

UNIDENTIFIED COMPANY REPRESENTATIVE: Could we have someone help Mrs. Davis over here?

JAMES CORNELIUS: It's very important to turn off your cell phones and pagers so as not to interfere with this electrical distribution. Can you hear me? Testing. Is that better. Very good. Okay.

I also want to welcome the two Directors who joined the Board since last year's meeting. We are very pleased to have them. They're sitting here in the front row. First, Alan J. Lacy. Alan, would you stand up? He is the Senior Adviser to Oak Hill Capital Partners, had a previous distinguished career as both CEO and CFO of Sears, brings a great deal of business knowledge to our deliberations.

And the other new member is Togo D. West Jr., Chairman of TLI Leadership Group and Noblis, Inc. Togo is sitting right there. Togo served the country as Secretary of the Army during the Clinton administration, has held other important government posts, will be very helpful for us as we deal with issues like pricing for the Veterans Administration and other groups.

Now let me introduce other Directors who are here this morning. Lewis B. Campbell. Lewis? Lewis is Chairman, President and Chief Executive Officer of Textron. Louis J. Freeh, President of the Freeh Group International Solutions and former Vice Chairman and General Counsel of MVNA and former Director of the FBI.

Laurie Glimcher. Dr. Glimcher is sitting there. She is Professor of Immunology at the Harvard School of Public Health and Professor of Medicine at the Harvard Medical School. Mike Grobstein. Mike is the retired Chairman of Ernst & Young. Leif Johansson, President of AB Volvo and Chief Executive Officer of The Volvo Group.

Dr. Vicki Sato, Professor of Management Practice at the Harvard Business School and Professor of Molecular and Cell Biology at Harvard University. And then, finally, R. Sanders Williams, Sandy, sitting there in the second row. He's the Senior Vice Chancellor for Academic Affairs at Duke University Medical Center.

So these are the other Board members that help us do the governance of your Company. Also here today are John Rhodes and Jeff Black. John and Jeff, are you in the room? They are representatives, partners, at Deloitte & Touche, LLP, our independent registered public accounting firm.

We also have in the audience a number of the Company's other executives and officers, and it's probably worth introducing them to you. First, Lamberto Andreotti. Lamberto is Executive Vice President and Chief Operating Officer. John Celentano -- John, are you here? There he is, Senior Vice President, Strategy and Productivity Transformation.

Dr. Brian Daniels, who is Senior Vice President, Global Development, in our Research and Development Organization. Tony Hooper. Tony is President of the U.S. Pharmaceutical Group. Our newest member is Jean-Marc Huet, Senior Vice President and Chief Financial Officer, four months on the job and still learning. Sandra Leung, our Senior Vice President and General Counsel and Corporate Secretary is sitting to my left.

Anthony McBride, Senior Vice President of Human Resources. Dr. Elliott Sigal, Executive Vice President and Chief Scientific Officer and President of Research and Development. Elliott will join me in a moment and make some comments about current operations. And then, finally, Bob Zito, Senior Vice President, Corporate and Business Communications and Chief Communications Officer for the Company. Ms. Leung, do we have a quorum?

SANDRA LEUNG, SVP, GENERAL COUNSEL, CORPORATE SECRETARY, BRISTOL-MYERS SQUIBB: Mr. Chairman, I am pleased to report that a quorum is present with over 87.8% of the Company's common and preferred stock entitled to vote at this meeting represented here in person or by proxy.

EVELYN Y. DAVIS, SHAREHOLDER: Mr. Chairman, I [start up] with the notice of the meeting. My name is Evelyn Y. Davis. I have the Highlights and Lowlights and I'm on the Finance Committee of the Board. Okay. I live in the Watergate Apartments in Washington, DC, and I have an office at the Watergate Office Building.

JAMES CORNELIUS: It's nice to have you here.

EVELYN Y. DAVIS: That's the joke of the day. Anyhow, first of all -- oh, okay, I want to also mention, just you had all these Harvard people here. One week ago, I lectured at the Yale School of Management and the Millstein Center of Corporate Governance. I spoke on corporate governance, the subprime mess and other related issues. Now, that's impressive, right?

JAMES CORNELIUS: Yes.

EVELYN Y. DAVIS: Perhaps you saw also some of these things. That's impressive. That's the gold standard of business schools. I am vigorously protesting the location of the meeting. This is absolutely outrageous, in the middle of nowhere, 50 miles from Boston's Logan Airport. This is absolutely outrageous. I want a [stop to it], some television programs. Obviously, you don't want shareholders to come.

Also, originally, Mr. [Marriott's] staff called to make a reservation. They were told by the reservation that they didn't have a room, so I called Bill myself. Of course, I got the room. The irony of it is it shows you how dumb the people are. Mr. and Mrs. Marriott happen to be some of my best friends in Washington. I know them not only in business but also socially.

The only person who was more mad than me about this was Mr. Marriott and he really chewed out and he designated today the manager of the hotel, Mrs. [Morap Bittles] to be my VIP escort for everything. She told me I am the only VIP here today. None of you people come. And this is per order of Mr. Marriott. And he was absolutely outraged about what happened here.

I'd just like to know the whole story about this, how the Company was trying to tell the rooms were filled. No, I am not the person who will do legal things, but actually you could subject yourselves to legal action when you have a particular -- when there are no other hotels in the area. Now, I would never do this -- okay, but of course I talked to Mr. Bill Marriott, but maybe there are other people.

This is absolutely unprecedented and this is hardly a good way of showing good shareholder relations. As a matter of fact, the irony of it is too actually there is not that much interesting going on today. If we had met in Wilmington, I probably would have called you and told you that I might skip the meeting. But then I like nothing better than a challenge. I like nothing better than a challenge and I have something a little bit to fight about. Otherwise, things would be awfully boring.

UNIDENTIFIED AUDIENCE MEMBER: I would appreciate -- I've been listening to you for 38 years, and as a shareholder of many companies of note, I resent your [intrigue] and the business of --

EVELYN Y. DAVIS: Would you mind getting a security person here? I feel threatened by this man. I feel threatened by this man here. He came too close. Really, you have -- another thing here is about all this security you have here. I mean, this is ridiculous to have all this security at this meeting. So I ask whether there's no demonstration here or nothing. Now, if you have a company like General Electric with 800 or 1,200 people, or maybe ExxonMobil or something like that, but this is absolutely outrageous. How much did we pay for all this security?

JAMES CORNELIUS: A lot less than we did last year. I'm going to have to insist --

EVELYN Y. DAVIS: Yes, but last year they were not so obvious.

JAMES CORNELIUS: I'm going to have to insist that we stay with the order of the program.

EVELYN Y. DAVIS: They were not so obvious. They left something to the imagination. It's outrageous here, all these people here.

JAMES CORNELIUS: Well, let me tell you the real --

EVELYN Y. DAVIS: All right, I got my point here.

JAMES CORNELIUS: We appreciate your point. There was no intention to make it inconvenient for any shareholders. The reason we're in Boston is we have made

EVELYN Y. DAVIS: [But] you're not in Boston.

JAMES CORNELIUS: Boston and environs.

EVELYN Y. DAVIS: No, it's not the environs. If it (inaudible) in Boston --

JAMES CORNELIUS: Ms. Davis, I'm going to have to rule you out of order in just a second. It's very important for us to come here. We have the single largest capital investment the Company has ever made, $750 million for a dedicated biologics facility not too far from here. In fact, the Board's going there after completion of this meeting. And we spent another $0.5 billion on a very high-technology company, Adnexis, which takes us into the area of biologics and brain cancer treatment.

So the purpose of coming here, to this area of the country, was to meet some of our employees and constituents that have an important role to play in these two important investments for us. So that's why we're here.

Before we continue with the operating part of the program, Sandy would like to make some legal statements.

SANDRA LEUNG: If during this meeting any statements are made concerning any projected financial or other forward-looking information, I refer you to the risk factors section of our most recent 10-K report. That document identifies important risk factors that could cause the Company's actual results to differ materially from historical or expected results.

JAMES CORNELIUS: Sandy, thank you. Now, in this …

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