-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VJRL3YbRDC5oJ2RsxJwmkja6U0O4hNsrWthJ3C1wJZhuFDtx0VckXNzYVcDBgZqX POjvzu9zu2o8xujINM5HIg== 0000898822-07-000715.txt : 20070524 0000898822-07-000715.hdr.sgml : 20070524 20070524171855 ACCESSION NUMBER: 0000898822-07-000715 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070524 DATE AS OF CHANGE: 20070524 EFFECTIVENESS DATE: 20070524 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BAUSCH & LOMB INC CENTRAL INDEX KEY: 0000010427 STANDARD INDUSTRIAL CLASSIFICATION: OPHTHALMIC GOODS [3851] IRS NUMBER: 160345235 STATE OF INCORPORATION: NY FISCAL YEAR END: 1226 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-04105 FILM NUMBER: 07877765 BUSINESS ADDRESS: STREET 1: BAUSCH & LOMB INCORPORATED STREET 2: ONE BAUSCH & LOMB PLACE CITY: ROCHESTER STATE: NY ZIP: 14604-2701 BUSINESS PHONE: 5853386000 MAIL ADDRESS: STREET 1: ONE BAUSCH & LOMB PLACE STREET 2: P O BOX 54 CITY: ROCHESTER STATE: NY ZIP: 14604-2701 DEFA14A 1 may24letter.htm may24letter.htm -- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934

Filed by the Registrant x
Filed by a party other than the Registrant ¨

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¨ Preliminary Proxy Statement
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         (as permitted by Rule 14a-6(e)(2))
¨    
Definitive Proxy Statement
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Definitive Additional Materials
¨    
Soliciting Material Under Rule 14a-12

Bausch & Lomb Incorporated
__________________________________________
(Name of Registrant as Specified In Its Charter)

______________________________________________________________
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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ON MAY 24, 2007, BAUSCH & LOMB INCORPORATED
SENT THE FOLLOWING LETTER TO ITS EMPLOYEES:

Dear employee:

You may have seen this morning that Advanced Medical Optics issued a press release confirming its interest in possibly acquiring Bausch & Lomb.

As we stated in our May 16, 2007, press release announcing the merger agreement with Warburg Pincus, under the terms of that merger agreement, our Board of Directors may solicit superior proposals from third parties during a 50-calendar-day period ending July 5, 2007 (also known as a "go shop" period). It is important to note that there can be no assurance that any superior proposals or alternative transaction will result from this process. Furthermore, as we said, we do not intend to comment on this solicitation process unless and until our Board of Directors makes a decision regarding any alternative proposals.

In the meantime, it is business as usual for all of us at Bausch & Lomb. It is important that we remain focused on continuing to provide outstanding customer service and support to meet and exceed our stated goals.

As always, it is important that we speak with one voice. Please refer any inquiries you may receive from the media or other outside parties to Mike McDougall at 585-338-5469 or mmcdougall@bausch.com.

Your hard work and dedication are vital to the continued success of our company. Thank you for your support.

Sincerely,

Ron

Additional Information and Where to Find It

In connection with the proposed transaction, a proxy statement of Bausch & Lomb and other materials will be filed with the SEC. WE URGE INVESTORS TO READ THE PROXY STATEMENT AND THE OTHER MATERIALS CAREFULLY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT BAUSCH & LOMB AND THE PROPOSED TRANSACTION. Investors will be able to obtain free copies of the proxy statement (when available) as well as other filed documents containing information about Bausch & Lomb at www.sec.gov, the SEC's free internet site. Free copies of Bausch & Lomb's SEC filings are also available on Bausch & Lomb's internet site at www.bausch.com.

Interests of Participants

The Company and its directors and executive officers and certain other members of management and employees may be deemed to be participants in the solicitation of proxies from the Company's shareholders in favor of the proposed transaction. Additional information regarding the interests of potential participants in the proxy solicitation will be included in the definitive proxy statement and other relevant documents that the Company intends to file with the SEC in connection with the special meeting of its shareholders.


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