FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
January 23, 1996
WARNER-LAMBERT COMPANY
(Exact name of registrant as specified in its charter)
Delaware 1-3608 22-1598912
(State or other (Commission (IRS Employer
Jurisdiction of File Number) Identification
incorporation) No.)
201 Tabor Road, Morris Plains, New Jersey 07950
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (201) 540-2000
<PAGE>
Item 5. Other Events.
On January 23, 1996, the Registrant issued a press release
concerning, among other things, a proposal to effect a two-for-
one stock split of the Registrant's Common Stock, contingent upon
stockholder approval of a proposed amendment to the Registrant's
Certificate of Incorporation to increase the authorized shares of
Common Stock. The proposal to amend the Registrant's Certificate
of Incorporation will be presented to the stockholders at the
1996 Annual Meeting of Stockholders and, if the amendment is
approved, the stock split will occur shortly thereafter.
The foregoing summary of the attached press release is
qualified in its entirety by the complete text of such document,
a copy of which is attached hereto.
Item 7. Financial Statements, Pro Form Financial Information
and Exhibits.
(c) Exhibits
(99) Additional Exhibits
(99)(a) Press Release dated January 23, 1996.
<PAGE>
SIGNATURES
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.
WARNER-LAMBERT COMPANY
(Registrant)
Date: January 29, 1996 By: ERNEST J. LARINI
Vice President and
Chief Financial Officer
<PAGE>
Exhibit Index
Exhibit No. Exhibit Page No.
(99)(a) Press release of the Registrant dated
January 23, 1996
Warner-Lambert Announces Two-For-One Stock Split;
Increases Dividend by 6 Percent
MORRIS PLAINS, N.J., January 23, 1996 -- Warner-Lambert Company today
announced the Board of Directors voted in favor of a two-for-one stock split of
Warner-Lambert common stock. The stock split is subject to stockholder
approval of an increase in the number of authorized common shares from 300
million to 500 million.
Warner-Lambert shareholders will vote on the proposed increase in the
number of authorized common shares at the company's annual meeting, to be held
on April 23, 1996.
Stockholders will receive information on the proposal in a proxy mailing
scheduled to be sent in early March.
If approved, the stock split would occur on May 3, and the company's
quarterly dividend rate would be proportionately adjusted. If the increase in
authorized shares is approved and the stock split effected, additional shares
will be distributed on or about May 17, 1996 to stockholders of record on
May 3, 1996.
The Board of Directors today also voted to increase the regular quarterly
dividend rate by 6 percent, from 65 cents to 69 cents per share of common stock.
Annualized, the new dividend is $2.76. The increased dividend will be paid on
March 8, 1996, to stockholders of record February 2, 1996. Warner-Lambert
has increased its dividends paid every year since its stock was listed on the
New York Stock Exchange in 1951.
more...
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Warner-Lambert Announces Two-For-One Stock Split;
Increases Dividend by 6 Percent
Melvin R. Goodes, Warner-Lambert's chairman and chief executive officer,
said "Our new product pipeline has never been more promising. The dividend
increase and proposed stock split reflect the company's confidence in its
future and the Board's continued belief in the company's ability to generate
solid growth." Warner-Lambert is a worldwide company devoted to discovering,
developing, manufacturing, and marketing quality consumer health care,
pharmaceutical and confectionery products. It employs approximately 37,000
people worldwide.
NOTE TO EDITORS: Warner-Lambert's news releases are available at no charge
through PR Newswire's Company News On-Call fax service. For a menu of Warner-
Lambert news releases or to retrieve a specific release, call 800-758-5804,
extension 95887 or http://www.prnewswire.com/conc/exec/menu?95887 on the
Internet. A free corporate logo to accompany this story is available
immediately via Wieck Photo Database to any media with telephoto receiver or
electronic darkroom (PC or MacIntosh) capable of accepting overhead
transmissions. Call 214-392-0888 to retrieve logo./ Contact: Stephen J. Mock,
201-540-6696, or Jennifer Mann, 201-540-4268 (media); and George Shields,
201-540-6916 (investors)./
