Reg. Section 230.424(b)(3)
Registration No. 333-91149
SUPPLEMENT TO PROSPECTUS, DATED DECEMBER 6, 1999, INCLUDED IN BINDLEY
WESTERN INDUSTRIES, INC.'S REGISTRATION STATEMENT ON FORM S-3
(REGISTRATION NO. 333-91149)
The "Selling Stockholder" section of the Prospectus dated December 6,
1999, included in Bindley Western Industries, Inc.'s Registration Statement
on Form S-3 (Registration No. 333-91149), is hereby supplemented to reflect
a gift of 1,250 shares of our common stock from Tony R. Walters to each of
his two children, Katie E. Walters and Casey W. Walters (the "Donees").
The Donees may offer and sell such shares from time to time in accordance
with the methods described in the "Plan of Distribution" section of the
Prospectus.
The date of this Supplement is February 29, 2000.
