8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act Of 1934

Date of Report: October 29, 2004
Date of earliest event reported: October 29, 2004

BRISTOL-MYERS SQUIBB COMPANY

(Exact Name of Registrant as Specified in its Charter)

Delaware	1-1136	22-079-0350
(State or Other	(Commission File	(IRS Employer
Jurisdiction of	Number)	Identification
Incorporation)		Number)

345 Park Avenue
New York, NY, 10154
(Address of Principal Executive Office)

Registrant’s telephone number, including area code: (212) 546-4000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

EX-99.1: PRESS RELEASE

EX-99.2: SUPPLEMENTAL INFORMATION

Item 2.02 Results of Operations and Financial Condition

On October 29, 2004, Bristol-Myers Squibb Company issued a press release announcing its financial results for the third quarter of 2004. A copy of the press release is furnished as Exhibit 99.1 to this report and is also incorporated herein by reference. Also furnished and incorporated by reference as Exhibit 99.2 is supplemental information posted on the Bristol-Myers Squibb Company’s website at www.bms.com.

Item 9.01 Financial Statements and Exhibits

     (c) Exhibits

Exhibit 99.1 – Press Release of Bristol-Myers Squibb Company dated October 29, 2004, reporting Bristol-Myers Squibb’s financial results for the third quarter of 2004.

Exhibit 99.2 – Certain supplemental information posted on Bristol-Myers Squibb’s website at www.bms.com not included in the press release.

SIGNATURE

Under the requirements of the Securities Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the authorized undersigned.

	BRISTOL-MYERS SQUIBB COMPANY
Date: October 29, 2004	By:	/s/ Sandra Leung
		Sandra Leung
		Title: Vice President and Secretary

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release of Bristol-Myers Squibb Company dated October 29, 2004, reporting Bristol-Myers Squibb’s financial results for the third quarter of 2004.
99.2	Certain supplemental information posted on the Company’s website on www.bms.com not included in the press release.

EX-99.1

Exhibit 99.1

Contact:	Media:	Investors:
	Robert Hutchinson	John Elicker
	Corporate Affairs	Investor Relations
	609-252-3901	212-546-3775
	robert.hutchinson@bms.com	john.elicker@bms.com
	Brian Henry
	Corporate Affairs
	609-252-3337
	brian.henry@bms.com

BRISTOL-MYERS SQUIBB ANNOUNCES
THIRD QUARTER AND NINE MONTHS SALES AND EARNINGS FOR 2004

• Company reports fully diluted EPS of $.38 ($.44 on a non-GAAP basis, excluding specified items)

• Net Sales increased 1% (including favorable foreign exchange of 1%) to $5.4 billion for the third quarter

• R&D spending increased 9% to $615 million

• Company reaffirms full year 2004 earnings per share guidance on a non-GAAP basis, excluding specified items

(NEW YORK, October 29, 2004) – Bristol-Myers Squibb Company (NYSE:BMY) today reported net earnings of $758 million on sales of $5.4 billion for the third quarter of 2004. Fully diluted earnings per share for the quarter were $.38, or $.44 on a non-GAAP basis, excluding specified items.

“This was a solid quarter for our growth drivers across our businesses and geographies, including our newer products – ABILIFY®, REYATAZ® and ERBITUX®,” said Peter R. Dolan, chairman and chief executive officer. “We are hopeful about significant further growth potential for these products, with additional indications for ABILIFY® and REYATAZ® achieved this past quarter. In addition, our in-line drivers continue to be a source of strength, with worldwide sales of PLAVIX® and AVAPRO®/AVALIDE® increasing 30%. Several of our health care lines – including Cardiolite, Wound Therapeutics and Mead Johnson international – grew at double digit rates as well.

“We are making good progress executing against our strategy and transforming our portfolio to build or strengthen our leadership position in 10 disease areas. As part of this strategy, we continue to increase investment in research and development, and expect that investment to grow in the 12% range for the year. Nevertheless, as we have discussed previously, our earnings will continue to be pressured through our portfolio transition to the end of 2006 as a result of exclusivity losses of higher margin products, as well as higher investments in R&D and key product support.”

THIRD QUARTER RESULTS

• The Company reported third quarter 2004 net sales increased 1% to $5.4 billion. This increase in worldwide net sales resulted from a 1% favorable impact from foreign exchange rate fluctuations, a 2% increase due to changes in selling prices and a 2% decrease in volume primarily due to exclusivity losses. U.S. net sales decreased 2% for the quarter, primarily due to exclusivity losses, partially offset by increased sales of new products. International net sales increased 5%, primarily due to a 4% favorable foreign exchange impact.

• The Company continued to invest to support the growth of new products and the development of new compounds. Marketing, selling, and administrative expenses increased 5% to $1,209 million, primarily due to support for new products, including additional sales support for ABILIFY®. Advertising and product promotion expenditures decreased 2% from 2003 to $325 million due to lower spending on in-line products, partially offset by increased investments in ABILIFY®, REYATAZ® and ERBITUX®. Research and development expenses increased 9% to $615 million, primarily driven by the Company’s continuing investments in compounds in late stage development, including muraglitazar, a dual PPAR agonist for diabetes; abatacept, for rheumatoid arthritis; and entecavir, for hepatitis B, partially offset by Merck’s share of codevelopment costs related to muraglitazar.

• Third quarter 2004 earnings before minority interest and income taxes decreased 15% to $1,151 million from $1,361 million in 2003 principally due to $105 million of termination benefits and accelerated depreciation charges related to the downsizing and streamlining of worldwide operations primarily in the U.S. and Europe, increases in cost of products sold as a result of a change in product mix, products losing exclusivity and increased investments in research and development. Net earnings decreased 16% to $758 million in 2004 compared to $906 million in 2003. The effective income tax rate on earnings before minority interest and income taxes was 20.9% in third quarter 2004 compared to 25.4% in 2003. The lower effective tax rate was primarily driven by lower earnings in the U.S. as a result of increased reserves for litigation and restructuring and product exclusivity losses. In 2004, basic earnings per share decreased 17% to $.39 from $.47 in 2003, while diluted earnings per share decreased 19% to $0.38 from $0.47 in 2003. Basic and diluted average shares outstanding for the quarter were 1,942 million and 1,975 million, respectively, compared to 1,937 million and 1,944 million, respectively, in 2003.

• In the third quarter of 2004 and 2003, the Company recorded specified income and expense items that affected the comparability of the results. The pre-tax specified items in 2004 include charges of $105 million related to accelerated depreciation and termination benefits for certain operations in the U.S. and Europe, $36 million for litigation matters and $8 million primarily related to a milestone payment to Solvay Pharmaceuticals (Solvay). The pre-tax specified items in 2003 primarily included $21 million related to up-front payments for two licensing agreements, $21 million related to accelerated depreciation and asset impairment charges and $17 million of charges primarily related to termination benefits and other exit costs and relocation and retention costs, partially offset by $8 million of litigation settlement income and adjustments of prior period restructuring reserves. In 2004, on a non-GAAP basis excluding these specified items, basic earnings per share decreased 8% to $.45 from $.49 in 2003, while diluted earnings per share decreased 8% to $.44 from $.48 in 2003. For additional information on specified items, see Appendix 1. Details reconciling these non-GAAP amounts with GAAP amounts including specified items are provided in supplemental materials available on the Company’s website.

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NINE MONTHS RESULTS

• Net sales for the first nine months of 2004 increased 5% to $16.0 billion. This increase in worldwide net sales resulted from a 1% increase in volume, a 3% favorable impact from foreign exchange rate fluctuations and a 1% increase due to changes in selling prices. U.S. net sales increased 2% due to growth in prescription demand for key brands and new product introductions, partially offset by lower sales in the third quarter as a result of exclusivity losses. International net sales increased 11%, primarily due to an 8% favorable foreign exchange impact.

• Marketing, selling and administrative expenses increased 8% to $3,655 million, primarily due to support for new products, including additional sales support for ABILIFY®. Advertising and product promotion expenditures decreased 1% from 2003 to $987 million, reflecting lower spending on in-line and non-exclusive products, mostly offset by increased investments in ABILIFY®, REYATAZ® and ERBITUX®. Research and development expenses increased 17% to $1,823 million, primarily due to higher spending on new development projects, including new alliances, investments in late stage development and investments in the area of biologics, partially offset by Merck’s share of codevelopment costs related to muraglitazar.

• For the nine months, earnings before minority interest and income taxes decreased 10% to $3,395 million from $3,771 million in 2003 principally due to an increase in reserves for liabilities of $491 million related to previously disclosed legal matters, $151 million of restructuring and accelerated depreciation charges related to the downsizing and streamlining of worldwide operations primarily in the U.S. and Europe and $63 million related to the write-off of in-process research and development resulting from the Acordis acquisition, partially offset by a pre-tax gain of $316 million on the sale of the Mead Johnson Adult Nutritional business. Contributing to the decrease in 2004 were increases in cost of products sold resulting from a change in product mix, products losing exclusivity and increased investment in research and development, mainly offset by higher sales. Net earnings decreased 14% to $2,249 million in 2004 compared to $2,600 million in 2003. The effective income tax rate on earnings before minority interest and income taxes was 22.4% in 2004 compared to 24.5% in 2003. The lower effective tax rate was primarily driven by lower earnings in the U.S. as a result of increased reserves for litigation and restructuring, product exclusivity losses and favorable resolution of certain tax contingencies. In 2004, basic earnings per share decreased 13% to $1.16 from $1.34 in 2003, while diluted earnings per share decreased 15% to $1.14 from $1.34 in 2003. Basic and diluted average shares outstanding for the nine months were 1,941 million and 1,975 million, respectively, compared to 1,936 million and 1,942 million, respectively, in 2003.

• For the nine months of 2004 and 2003, the Company recorded specified income and expense items that affected the comparability of the results. The pre-tax specified items in 2004 include aggregate charges of $491 million for litigation matters, $151 million related to accelerated depreciation and termination benefits for certain operations in the U.S. and Europe, $63 million write-off of acquired in-process research and development for the Acordis transaction and $40 million of milestone payments primarily to Pierre Fabre and Solvay, partially offset by a $316 million gain on the sale of the Mead Johnson Adult Nutritional business. The pre-tax specified items in 2003 primarily included charges of $93 million primarily related to the rationalization of manufacturing facilities and $21 million related to up-front payments for two licensing agreements, partially offset by a net aggregate income of $66 million for litigation matters and $29 million of income primarily related to adjustments of prior period restructuring reserves. In 2004, on a non-GAAP basis excluding these specified items, basic earnings per share decreased 2% to $1.33 from $1.35 in 2003, while diluted earnings per share decreased 3% to $1.31 from $1.35 in 2003. For additional information on specified items, see Appendix 1. Details reconciling these non-GAAP amounts with the GAAP

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amounts including specified items are provided in supplemental materials available on the Company’s website.

THIRD QUARTER BUSINESS SEGMENT NET SALES

Pharmaceuticals

• Worldwide pharmaceutical sales remained constant at $3.8 billion as compared to 2003. U.S. pharmaceutical sales decreased 2% to $2.1 billion, while international pharmaceutical sales increased 2%, including a 4% favorable foreign exchange impact, to $1.7 billion. U.S. pharmaceutical sales were negatively affected by the increased competition for PRAVACHOL® and PARAPLATIN®, and exclusivity losses of the GLUCOPHAGE® franchise.

• Sales of PLAVIX®, a platelet aggregation inhibitor sold by the Company primarily in the U.S., increased 30%, including a 1% favorable foreign exchange impact, to $902 million from $694 million in 2003, primarily due to strong prescription growth of approximately 23% in the U.S. market and price increases. PLAVIX® is a cardiovascular product that was launched from the alliance between the Company and Sanofi-Aventis (Sanofi).

• Worldwide sales of PRAVACHOL® decreased 24%, including a 2% favorable foreign exchange impact, to $598 million from $787 million in 2003. PRAVACHOL® sales in the U.S. decreased 31% to $318 million primarily due to increased competition from established brands and new entrants. Total U.S. prescriptions decreased approximately 13%. PRAVACHOL® wholesaler inventory levels in the U.S. are now estimated at two-thirds of a month. International sales decreased 15%, including a 5% favorable foreign exchange impact, to $280 million primarily due to exclusivity loss in select European markets, including Germany and the U.K. in the third quarter.

• Total revenue for ABILIFY®, which is primarily alliance revenue for the Company’s 65% share of net sales in co-promotion countries with Otsuka Pharmaceutical Co. Ltd. (Otsuka), increased 63% to $165 million from $101 million in 2003. The antipsychotic agent, used for treatment of schizophrenia, was introduced in the U.S. in November 2002 and has achieved a weekly new prescription share of the U.S. antipsychotic market of approximately 10%. The European Commission granted marketing authorization for ABILIFY® in June 2004 and public sales also commenced in June 2004. In September 2004, the FDA approved ABILIFY® for the treatment of acute bipolar mania in the U.S.

• Sales of ERBITUX®, used to treat refractory metastatic colorectal cancer, which is sold almost exclusively in the U.S., were $84 million for the third quarter of 2004. ERBITUX® was approved by the FDA in February 2004.

• TAXOL® and PARAPLATIN®, the Company’s leading anti-cancer agents, recorded sales of $243 million and $177 million, respectively, compared to $238 million and $245 million, respectively in 2003. Sales of TAXOL®, which are almost exclusively international, increased 2%, including a favorable foreign exchange effect of 5%, to $243 million from $238 million in 2003. Generic competition for TAXOL® in the major European markets began in the second quarter and has increased in the third quarter. PARAPLATIN® sales decreased 28% to $177 million due to generic competition beginning at the end of the second quarter, and are expected to continue to decline in the fourth quarter.

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• Sales of AVAPRO®/AVALIDE®, an angiotensin II receptor blocker for the treatment of hypertension, increased 32%, including a 2% favorable foreign exchange impact, to $241 million from $182 million in 2003 due to strong U.S. prescription growth of approximately 15%. AVAPRO®/AVALIDE® is a cardiovascular product that was launched from the alliance between the Company and Sanofi.

• Sales of SUSTIVA®, a non-nucleoside reverse transcriptase inhibitor for the treatment of HIV/AIDS, were $157 million compared to $95 million in 2003, an increase of 65%, primarily due to increased demand in the third quarter of 2004 and lower sales in the third quarter of 2003 primarily due to workdown of wholesaler inventory.

• Sales of REYATAZ®, a protease inhibitor for the treatment of HIV/AIDS launched in the United States in the third quarter of 2003 and in Europe in the second quarter of 2004, were $106 million. REYATAZ® has achieved a 20% share of protease inhibitor class sales in the initial launch countries.

Oncology Therapeutics Network

• Sales by Oncology Therapeutics Network (OTN), a specialty distributor of anti-cancer medicines and related products, increased 13% to $649 million from $574 million in 2003. The increase in sales compared to the previous year was primarily due to new product launches from other manufacturers.

Nutritionals

Worldwide Nutritional sales decreased 7%, including a 1% unfavorable foreign exchange impact, to $484 million from $518 million in 2003. Excluding the divested Adult Nutritional business, sales increased 5%, to $484 million from $459 million in 2003, including a 1% unfavorable foreign exchange impact. Also excluding Adult Nutritional, international sales increased 16%, including a 2% unfavorable foreign exchange impact, from increased sales of infant formula and children’s nutritional products, while U.S. sales decreased 6%, from decreased sales under the WIC (Women, Infants and Children) program. Mead Johnson continues to be the leader in the U.S. infant formula market.

Other Healthcare

• Worldwide sales for the Other Healthcare segment increased 7%, including a 3% favorable foreign exchange impact, to $463 million from $433 million in 2003. ConvaTec sales increased 8%, including a 5% favorable foreign exchange impact, to $237 million from $219 million in 2003. Medical Imaging sales increased 12% to $145 million from $129 million in 2003. Consumer Medicines sales decreased 5% to $81 million from $85 million 2003.

DEVELOPMENTS

• In July 2004, the FDA approved the Company’s supplemental New Drug Application (sNDA) to include new scientific data and dosing in its package insert or labeling related to REYATAZ®. With the sNDA, the REYATAZ® labeling now includes data indicating that combination HIV treatments containing REYATAZ®/ritonavir and Kaletra (lopinavir/ritonavir; Abbott Laboratories, Inc.) were similar for the primary efficacy outcome measurement of time-averaged difference in change from baseline in HIV RNA level in HIV-infected patients previously taking anti-HIV medicines.

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• In August 2004, the FDA approved the Company’s sNDA to include new long-term virologic and clinical data from BMS Study 006 in its prescribing information related to SUSTIVA® (efavirenz). The new data demonstrate the long-term durability of virologic response in people living with HIV-1 who are naïve to protease inhibitors, lamivudine (3TC) and non-nucleoside reverse transcriptase inhibitors (NNRTI) through more than three years of treatment on a combination regimen containing SUSTIVA®.

• In September 2004, the FDA approved ABILIFY® for the treatment of acute bipolar mania in the U.S.

• In October 2004, the Company announced the submission of a New Drug Application to the FDA for entecavir, an investigational antiviral agent under development for the treatment of chronic Hepatitis B. In the European Union, the company also submitted a marketing authorization application for entecavir to the European Medicines Evaluation Agency.

OUTLOOK

The Company reaffirms its previous full-year 2004 guidance for fully diluted earnings per share of $1.60 to $1.65 per share on an adjusted non-GAAP basis. The Company’s previous guidance excluded certain types of items which are included in earnings per share under GAAP, as set forth under “Use of Non-GAAP Financial Information”. Based on the estimate of these items at the time, previous guidance for fully diluted earnings per share for 2004 was expected to be in the range of $1.43 to $1.48 per share. Taking into account the current estimate of these items, including the restructuring and other charges recorded in the third quarter, the Company now estimates that fully diluted earnings per share for full-year 2004 is expected to be in the range of $1.39 to $1.44 per share. This information does not include other items, which may occur during the fourth quarter, such as any adjustment for income taxes related to dividends that the Company expects to receive from non-U.S. subsidiaries under the American Jobs Creation Act of 2004, charges relating to new transactions or arrangements resulting in write-off of in process research and development, restructurings and significant legal proceedings as set forth in the Company’s SEC filings or any insurance recoveries of amounts paid as a result of any such proceedings.

As previously disclosed, although anticipated sales declines due to continued exclusivity losses during 2005 and 2006 are expected to be more or less offset by growth in sales of the Company’s in-line, recently launched and potential new products during the same period, changes in product mix will adversely impact gross margins because the products that have lost or are expected to lose exclusivity generally have higher margins. In addition, earnings will be adversely affected by the Company’s investments to support the introduction of new products and the development and launch of additional new compounds. In 2007, based on management’s current estimates of growth of the Company’s in-line and recently launched products and a risk-adjusted assessment of potential new product launches, the Company expects earnings growth will resume. Consistent with prior years, the Company expects to provide guidance for 2005 in early 2005.

As previously disclosed, the Company expects substantial incremental sales losses in each of 2005, 2006 and 2007 representing continuing declines in sales of the products that lost or will lose exclusivity protection in 2003 and 2004 and additional declines attributable to products that will lose exclusivity protection primarily in 2005 and 2006. These products (and the years in which they lose exclusivity protection) include GLUCOPHAGE®/GLUCOVANCE®/GLUCOPHAGE® XR in the United States (2002 to 2004), TAXOL® in Europe (2003), MONOPRIL® in the United States and Canada (2003),

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PRAVACHOL® in the United States (2006) and in Europe (2002 to 2007), PARAPLATIN® in the United States (2004), MONOPRIL® in Europe (2001 to 2008), ZERIT® in the United States (2008) and in Europe (2007 to 2011), CEFZIL® in the United States (2005) and in Europe (2004 to 2009) and VIDEX®/VIDEX® EC (2004 to 2009 — the Company has a patent license expiring in 2007, the license became non-exclusive in 2001 though no other licenses have yet been granted). The timing and amounts of sales reductions from exclusivity losses, their realization in particular periods and the eventual levels of remaining sales revenues are uncertain and dependent on the levels of sales at the time exclusivity protection ends, the timing and degree of development of generic competition (speed of approvals, market entry and impact) and other factors.

The Company also expects to have growth opportunities during this period. These opportunities include growth from its in-line and recently launched products, primarily PLAVIX®, AVAPRO®/AVALIDE®, ABILIFY®, REYATAZ® and ERBITUX® and the Company’s compounds in late stage development, subject to regulatory approval from the Food and Drug Administration, which include muraglitazar, a dual PPAR agonist for diabetes, abatacept, for rheumatoid arthritis, and entecavir, for hepatitis B. Expectations of continued sales growth are subject to the outcome of the previously disclosed PLAVIX® patent litigation, competitive factors including those relating to PRAVACHOL® discussed below and risks of product development and regulatory approval.

The Company’s expectations for future sales growth described above include substantial expected increases in sales of PLAVIX®, which had net sales of approximately $2.4 billion in the first nine months of 2004 and is currently the Company’s largest product by sales. The composition of matter patent for PLAVIX®, which expires in 2011, is currently the subject of litigation in the United States. Similar proceedings involving PLAVIX® have been instituted outside the United States. The Company continues to believe that the patent is valid and that it is infringed, and with its alliance partner and patent-holder Sanofi, is vigorously pursuing these cases. It is not possible at this time reasonably to assess the outcome of these litigations, or if there were an adverse determination in these litigations, the timing of potential generic competition for PLAVIX®. However, if generic competition were to occur, the Company believes it is very unlikely to occur before the second quarter of 2005.

PRAVACHOL®, an HMG Co-A reductase inhibitor (statin), had net sales of $1.9 billion in the first nine months of 2004. While the product has begun to lose exclusivity in some markets, between now and its anticipated loss of U.S. exclusivity in 2006, its expected rate of decline in sales and in market share could be accelerated by increased competition from established brands and new entrants. PRAVACHOL® U.S. sales declined 18% and 31% and U.S. total prescriptions declined 9% and 13% in the second and third quarters, respectively, of 2004 compared to 2003.

The Company and its subsidiaries are the subject of a number of significant pending lawsuits, claims, proceedings and investigations. It is not possible at this time reasonably to assess the final outcome of these investigations or litigations. Management continues to believe, as previously disclosed, that during the next few years, the aggregate impact, beyond current reserves, of these and other legal matters affecting the Company is reasonably likely to be material to the Company’s results of operations and cash flows, and may be material to its financial condition and liquidity. The Company’s expectations for the next several years described above do not reflect the potential impact of litigation on the Company’s results of operations.

For additional discussion of legal matters including PLAVIX® patent litigation, see “Item 8.Financial Statements and Supplementary Data-Note 22 Legal Proceedings and Contingencies” in the Company’s Form 10-K/A Annual Report for 2003. Information on the dates of expected loss of exclusivity protection and sales for the most recent year for the Company’s major products are set forth in “Item 1.

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Business” of the Company’s Form 10-K/A Annual Report for 2003, and interim sales information is included under “Third Quarter Business Segment Net Sales—Pharmaceuticals” above.

*These items include gain on the disposition of the Mead Johnson Adult Nutritional business, reduced by increases in litigation reserves, charges for announced milestone payments for in-process research and development in connection with external development activities, for in-process research and development in the Acordis acquisition, and for anticipated restructurings and relocations. Details reconciling adjusted non-GAAP amounts with the amounts reflecting specified items are provided in supplemental materials available on the Company’s website.

Use Of Non-GAAP Financial Information

This press release contains non-GAAP earnings per share information adjusted to exclude certain costs, expenses, gains and losses and other specified items. Among the items in GAAP earnings but excluded for purposes of determining adjusted earnings are: gains or losses from sale of product lines, from sale or write-down of equity investments and from discontinuations of operations; restructuring and similar charges; charges and recoveries relating to significant legal proceedings; co-promotion or alliance charges and payments for in-process research and development which under GAAP are immediately expensed rather than amortized over the life of the agreement. This information is intended to enhance an investor’s overall understanding of the Company’s past financial performance and prospects for the future. For example, non-GAAP earnings per share information is an indication of the Company’s baseline performance before items that are considered by the Company to be not reflective of the Company’s operational results. In addition, this information is among the primary indicators the Company uses as a basis for evaluating Company performance, allocating resources, setting incentive compensation targets, and planning and forecasting of future periods. This information is not intended to be considered in isolation or as a substitute for diluted earnings per share prepared in accordance with GAAP.

# # #

Statement on Cautionary Factors

This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 regarding, among other things, statements relating to goals, plans and projections regarding the Company’s financial position, results of operations, market position, product development and business strategy. These statements may be identified by the fact that they use words such as “anticipate”, “estimates”, “should”, “expect”, “guidance”, “project”, “intend”, “plan”, “believe” and other words and terms of similar meaning in connection with any discussion of future operating or financial performance. Such forward-looking statements are based on current expectations and involve inherent risks and uncertainties, including factors that could delay, divert or change any of them, and could cause actual outcomes and results to differ materially from current expectations. These factors include, among other things, market factors, pricing controls and pressures, (including changes in rules and practices) of managed care groups and institutional and governmental purchasers, judicial decisions and governmental laws and regulations related to Medicare, Medicaid and healthcare reform, pharmaceutical rebates and reimbursement, competitive product development, changes to wholesaler inventory levels, governmental regulations and legislation, difficulties and delays in product development, manufacturing and sales, patent positions, litigation, and the impact and result of any litigation or governmental investigations related to the financial statement restatement process. There can be no guarantees with respect to pipeline products that future

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clinical studies will support the data described in this release, that the products will receive regulatory approvals, or that they will prove to be commercially successful. For further details and a discussion of these and other risks and uncertainties, see the Company’s Securities and Exchange Commission filings. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.

# # #

Company and Conference Call Information

Bristol-Myers Squibb is a global pharmaceutical and related health care products company whose mission is to extend and enhance human life.

There will be a conference call on October 29, 2004 at 10:30 a.m. (EST) during which Company executives will address inquiries from investors and analysts. Investors and the general public are invited to listen to a live webcast of the call at www.bms.com/ir or by dialing 719-457-2641. Materials related to the call will be available at the same Web site prior to the call.

For more information, contact: Robert Hutchinson, 609-252-3901, or Brian Henry, 609-252-3337, Corporate Affairs, or John Elicker, 212-546-3775, Investor Relations.

# # #

ABILIFY® is the trademark of Otsuka Pharmaceutical Company, Ltd.
AVAPRO®, AVALIDE® and PLAVIX® are trademarks of Sanofi-Aventis
ERBITUX® is a trademark of ImClone Systems Incorporated
GLUCOPHAGE®, GLUCOPHAGE® XR and GLUCOVANCE® are registered trademarks of Merck
     Sante, S.A.S., an associate of Merck KGaA of Darmstadt, Germany

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BRISTOL-MYERS SQUIBB COMPANY
SELECTED PRODUCTS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003
(Unaudited, in millions of dollars except prescription data)

The following table sets forth worldwide and U.S. reported net sales for the three and nine months ended, September 30, 2004 compared to the three and nine months ended September 30, 2003, respectively. In addition, the table includes, where applicable, the estimated total (both retail and mail-order customers) prescription growth, for the comparative periods presented, for certain of the Company’s U.S. primary care pharmaceutical prescription products. The estimated prescription growth amounts are based on third-party data. A significant portion of the Company’s domestic pharmaceutical sales is made to wholesalers. Where changes in reported net sales differs from prescription growth, this change in net sales may not reflect underlying prescriber demand.

	Worldwide							U.S.
	Net Sales							Net Sales
					%							%			% Change in U.S. Total
	2004		2003		Change			2004		2003		Change			Prescriptions vs. 2003
Three Months Ended September 30
Plavix	$	902	$	694		30	%	$	781	$	590		32	%		23	%
Pravachol		598		787		(24	)%		318		459		(31	)%		(13	)%
Taxol		243		238		2	%		9		9		—			N/A
Avapro/Avalide		241		182		32	%		148		109		36	%		15	%
Paraplatin		177		245		(28	)%		145		211		(31	)%		N/A
Enfamil		203		209		(3	)%		135		151		(11	)%		N/A
Sustiva		157		95		65	%		95		43		121	%		4	%
Abilify (total revenue)		165		101		63	%		152		100		52	%		85	%
Ostomy		135		133		2	%		39		44		(11	)%		N/A
Cardiolite		101		83		22	%		91		72		26	%		N/A
Wound Therapeutics		99		84		18	%		31		27		15	%		N/A
Reyataz		106		38		179	%		75		37		103	%		*
Videx/Videx EC		67		57		18	%		27		17		59	%		(3	)%
Monopril		69		120		(43	)%		13		59		(78	)%		(81	)%
Zerit		69		65		6	%		34		23		48	%		(29	)%
Cefzil		54		38		42	%		30		19		58	%		(26	)%
Coumadin		65		67		(3	)%		58		61		(5	)%		(18	)%
Erbitux		84		—		—			83		—		—			N/A
Glucovance		13		91		(86	)%		12		91		(87	)%		(79	)%

*In Excess of 200%

10

	Worldwide							U.S.
	Net Sales							Net Sales
					%							%			% Change in U.S.Total
	2004		2003		Change			2004		2003		Change			Prescriptions vs. 2003
Nine Months Ended September 30
Plavix	$	2,368	$	1,659		43	%	$	2,017	$	1,397		44	%		26	%
Pravachol		1,925		2,098		(8	)%		987		1,198		(18	)%		(8	)%
Taxol		735		695		6	%		24		51		(53	)%		N/A
Avapro/Avalide		671		527		27	%		408		323		26	%		16	%
Paraplatin		646		701		(8	)%		549		606		(9	)%		N/A
Enfamil		635		607		5	%		431		429		—			N/A
Sustiva		449		405		11	%		261		252		4	%		5	%
Abilify (total revenue)		402		203		98	%		384		201		91	%		127	%
Ostomy		399		370		8	%		120		119		1	%		N/A
Cardiolite		298		244		22	%		266		214		24	%		N/A
Wound Therapeutics		280		225		24	%		91		75		21	%		N/A
Reyataz		266		39		*			206		37		*			*
Videx/Videx EC		207		199		4	%		81		82		(1	)%		(1	)%
Monopril		206		352		(41	)%		25		173		(86	)%		(76	)%
Zerit		205		278		(26	)%		88		140		(37	)%		(29	)%
Cefzil		181		210		(14	)%		101		145		(30	)%		(28	)%
Coumadin		179		249		(28	)%		159		231		(31	)%		(18	)%
Erbitux		173		—		—			172		—		—			N/A
Glucovance		162		315		(49	)%		158		312		(49	)%		(39	)%

* In Excess of 200%

11

BRISTOL-MYERS SQUIBB COMPANY
CONDENSED CONSOLIDATED STATEMENT OF EARNINGS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003
(Unaudited, in millions of dollars except per share amounts)

	Three Months						Nine Months
	Ended September 30,						Ended September 30,
	2004			2003			2004			2003
Net Sales	$	5,427		$	5,372		$	16,038		$	15,229
Cost of products sold		2,100			1,929			6,094			5,490
Marketing, selling and administrative		1,209			1,151			3,655			3,398
Advertising and product promotion		325			332			987			1,001
Research and development		615			565			1,823			1,564
Acquired in-process research and development		1			—			63			—
Gain on sale of business		(3	)		—			(316	)		—
Provision for restructuring and other items, net		57			13			75			18
Litigation settlement expense / (income)		25			(4	)		404			(66	)
Equity in net income of affiliates		(70	)		(54	)		(204	)		(124	)
Other expense, net (a)		17			79			62			177
		4,276			4,011			12,643			11,458
Earnings Before Minority Interest and Income Taxes		1,151			1,361			3,395			3,771
Provision for income taxes		241			345			759			923
Minority interest, net of taxes		152			110			387			248
Net Earnings	$	758		$	906		$	2,249		$	2,600
Earnings per Common Share:
Basic	$	.39		$	.47		$	1.16		$	1.34
Diluted	$	.38		$	.47		$	1.14		$	1.34
Average Common Shares Outstanding:
Basic		1,942			1,937			1,941			1,936
Diluted		1,975			1,944			1,975			1,942
(a) Other expense, net
Interest expense	$	80		$	48		$	219		$	207
Interest income		(28	)		(15	)		(67	)		(47	)
Foreign exchange transaction (gains)/losses		(20	)		44			35			10
Other, net		(15	)		2			(125	)		7
	$	17		$	79		$	62		$	177

12

APPENDIX 1

BRISTOL-MYERS SQUIBB COMPANY
SPECIFIED ITEMS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003
(Unaudited, in millions of dollars)

Three months ended September 30, 2004

										Provision
					Acquired in-					for		Litigation
	Cost of				process		Gain on			restructuring		settlement		Other
	products		Research and		research and		sale of			and other		expense /		expense,
	sold		development		development		business			items, net		(income)		net		Total
Litigation Matters:
Product Liability	$	—	$	—	$	—	$	—		$	—	$	—	$	11	$	11
Anti-trust litigation		—		—		—		—			—		25		—		25
		—		—		—		—			—		25		11		36
Other:
Gain on sale of Adult Nutritional business		—		—		—		(3	)		—		—		—		(3	)
Accelerated depreciation		47		1		—		—			—		—		—		48
Downsizing and streamlining of worldwide operations		—		—		—		—			57		—		—		57
Milestone payment		—		10		—		—			—		—		—		10
Acordis IPR&D write-off		—		—		1		—			—		—		—		1
	$	47	$	11	$	1	$	(3	)	$	57	$	25	$	11	$	149

Three months ended September 30, 2003

					Provision for			Litigation
	Cost of products		Research and		restructuring and			settlement expense
	sold		development		other items, net			/ (income)			Total
Litigation Matters:
Litigation settlement income	$	—	$	—	$	—		$	(4	)	$	(4	)
		—		—		—			(4	)		(4	)
Other:
Up-front payments for two licensing agreements		—		21		—			—			21
Accelerated depreciation and asset impairment charges		21		—		—			—			21
Termination benefits and other exit costs		—		—		9			—			9
Relocation and retention		—		—		8			—			8
Change in estimates		—		—		(4	)		—			(4	)
	$	21	$	21	$	13		$	(4	)	$	51

13

Nine months ended September 30, 2004

						Acquired in-process					Provision for		Litigation
	Cost of products			Research and		research and		Gain on sale of			restructuring and		settlement expense
	sold			development		development		business			other items, net		/ (income)		Other expense, net		Total
Litigation Matters:
Private litigation and governmental investigations (a)	$	—		$	—	$	—	$	—		$	—	$	320	$	—	$	320
Product liability		75			—		—		—			—		—		11		86
Pharmaceutical pricing and sales litigation (b)		—			—		—		—			—		34		—		34
Commercial litigation		26			—		—		—			—		—		—		26
Anti-trust litigation		—			—		—		—			—		50		—		50
Product liability insurance recovery		(25	)		—		—		—			—		—		—		(25	)
		76			—		—		—			—		404		11		491
Other:
Gain on sale of Adult Nutritional business		—			—		—		(316	)		—		—		—		(316	)
Accelerated depreciation		70			1		—		—			—		—		4		75
Downsizing and streamlining of worldwide operations		1			—		—		—			75		—		—		76
Milestone payments		—			40		—		—			—		—		—		40
Acordis IPR&D write-off		—			—		63		—			—		—		—		63
	$	147		$	41	$	63	$	(316	)	$	75	$	404	$	15	$	429

Nine months ended September 30, 2003

					Provision for			Litigation
	Cost of products		Research and		restructuring and			settlement expense
	sold		development		other items, net			/ (income)			Total
Litigation Matters:
Litigation settlement income	$	—	$	—	$	—		$	(66	)	$	(66	)
		—		—		—			(66	)		(66	)
Other:
Up-front payments for two licensing agreements		—		21		—			—			21
Accelerated depreciation and asset impairment charges		35		—		—			—			35
Termination benefits and other exit costs		—		—		34			—			34
Asset impairment charges		11		—		—			—			11
Relocation and retention		—		—		13			—			13
Change in estimates		—		—		(29	)		—			(29	)
	$	46	$	21	$	18		$	(66	)	$	19

(a)	relates to wholesaler inventory and accounting matters consisting of $320 million disclosed by the Company in the second quarter of 2004, which is incremental to the $150 million recorded last year, bringing the total reserve to $470 million.
(b)	incremental to the $100 million reserve recorded by the Company last year, bringing the total reserve to $134 million.

14

EX-99.2

Exhibit 99.2

BRISTOL-MYERS SQUIBB COMPANY
NET SALES
FOR THE PERIOD ENDED SEPTEMBER 30, 2004
($ in millions)

											Percentage Change
Quarter-to-Date	2004					2003					Including			Excluding
	Amount		% of Total			Amount		% of Total			Foreign Exchange			Foreign Exchange
Pharmaceuticals	$	3,831		70.6	%	$	3,847		71.6	%		—			-2	%
US Pharmaceuticals		2,135		39.3	%		2,164		40.3	%		-1	%		-1	%
Primary Care		1,496		27.5	%		1,690		31.4	%		-11	%		-11	%
Oncology/Virology		487		9.0	%		374		7.0	%		30	%		30	%
Neuroscience		152		2.8	%		100		1.9	%		52	%		52	%
Latin America/Canada		246		4.5	%		252		4.7	%		-2	%		—
Europe and Middle East Medicines		1,128		20.8	%		1,109		20.6	%		2	%		-4	%
Asia/Pacific Medicines		280		5.2	%		261		4.9	%		7	%		2	%
Oncology Therapeutics Network		649		12.0	%		574		10.7	%		13	%		13	%
Nutritionals		484		8.9	%		518		9.6	%		-7	%		-6	%
Other Healthcare		463		8.5	%		433		8.1	%		7	%		4	%
ConvaTec		237		4.3	%		219		4.1	%		8	%		3	%
Medical Imaging		145		2.7	%		129		2.4	%		12	%		11	%
Consumer Medicines		81		1.5	%		85		1.6	%		-5	%		-6	%
Total Company	$	5,427		100.0	%	$	5,372		100.0	%		1	%		—

											Percentage Change
Year-to-Date	2004					2003					Including			Excluding
	Amount		% of Total			Amount		% of Total			Foreign Exchange			Foreign Exchange
Pharmaceuticals	$	11,353		70.8	%	$	10,843		71.2	%		5	%		1	%
US Pharmaceuticals		6,109		38.1	%		6,071		39.9	%		1	%		1	%
Primary Care		4,296		26.8	%		4,626		30.4	%		-7	%		-7	%
Oncology/Virology		1,429		8.9	%		1,244		8.2	%		15	%		15	%
Neuroscience		384		2.4	%		201		1.3	%		91	%		91	%
Latin America/Canada		754		4.7	%		706		4.6	%		7	%		4	%
Europe and Middle East Medicines		3,502		21.8	%		3,146		20.7	%		11	%		1	%
Asia/Pacific Medicines		841		5.2	%		743		4.9	%		13	%		5	%
Oncology Therapeutics Network		1,815		11.3	%		1,652		10.9	%		10	%		10	%
Nutritionals		1,496		9.3	%		1,497		9.8	%		—			—
Other Healthcare		1,374		8.6	%		1,237		8.1	%		11	%		6	%
ConvaTec		688		4.3	%		602		3.9	%		14	%		6	%
Medical Imaging		435		2.7	%		379		2.5	%		15	%		14	%
Consumer Medicines		251		1.6	%		256		1.7	%		-2	%		-4	%
Total Company	$	16,038		100.0	%	$	15,229		100.0	%		5	%		2	%

BRISTOL-MYERS SQUIBB COMPANY
SEGMENT SALES AND COMPOSITION OF CHANGE IN SALES
FOR THE PERIOD ENDED SEPTEMBER 30, 2004
(DOLLARS IN MILLIONS)

QUARTER-TO-DATE

				Oncology
				Therapeutics												Consumer
	Pharmaceuticals			Network			Nutritionals			Convatec			Medical Imaging			Medicines			Total Company
Price Increases(Decreases)		2	%		-2	%		8	%		-2	%		9	%		—			2	%
Foreign Exchange		2	%		—			-1	%		5	%		1	%		1	%		1	%
Volume		-4	%		15	%		-14	%		5	%		2	%		-6	%		-2	%
Total Change		—			13	%		-7	%		8	%		12	%		-5	%		1	%
Total 2004 Period to Date Sales	$	3,831		$	649		$	484		$	237		$	145		$	81		$	5,427
Total 2003 Period to Date Sales	$	3,847		$	574		$	518		$	219		$	129		$	85		$	5,372

YEAR-TO-DATE

				Oncology
				Therapeutics												Consumer
	Pharmaceuticals			Network			Nutritionals			Convatec			Medical Imaging			Medicines			Total Company
Price Increases(Decreases)		—			-1	%		6	%		-1	%		6	%		—			1	%
Foreign Exchange		4	%		—			—			8	%		1	%		2	%		3	%
Volume		1	%		11	%		-6	%		7	%		8	%		-4	%		1	%
Total Change		5	%		10	%		—			14	%		15	%		-2	%		5	%
Total 2004 Period to Date Sales	$	11,353		$	1,815		$	1,496		$	688		$	435		$	251		$	16,038
Total 2003 Period to Date Sales	$	10,843		$	1,652		$	1,497		$	602		$	379		$	256		$	15,229

BRISTOL-MYERS SQUIBB COMPANY
2004 THIRD QUARTER REVIEW
($ in Millions)

Corporate Overview - Continuing Operations

	2004			% of Total			2003			% of Total			%Var.
Revenues:
Pharmaceuticals	$	3,831			70.6	%	$	3,847			71.6	%		—
Oncology Therapeutics Network		649			12.0	%		574			10.7	%		13	%
Nutritionals		484			8.9	%		518			9.6	%		-7	%
Other Healtcare		463			8.5	%		433			8.1	%		7	%
ConvaTec		237			4.3	%		219			4.1	%		8	%
Medical Imaging		145			2.7	%		129			2.4	%		12	%
Consumer Medicines		81			1.5	%		85			1.6	%		-5	%
		5,427			100.0	%		5,372			100.0	%		1	%
Expenses:				% of Sales						% of Sales			%Var.
COGS		2,100			38.7	%		1,929			35.9	%		9	%
SG&A		1,209			22.3	%		1,151			21.4	%		5	%
Adv. & Promo.		325			6.0	%		332			6.2	%		-2	%
R&D		615			11.3	%		565			10.5	%		9	%
In-process R&D		1			—			—			—			—
Gain on sale of businesses		(3	)		-0.1	%		—			—			—
Provision for restructuring and other items		57			1.1	%		13			0.3	%		*
Litigation settlement expense/(income)		25			0.5	%		(4	)		-0.1	%		*
Equity in net income of affiliates		(70	)		-1.3	%		(54	)		-1.0	%		-30	%
Other (Inc)/Exp		17			0.3	%		79			1.5	%		-78	%
		4,276			78.8	%		4,011			74.7	%		7	%
Earnings from Continuing Operations Before Minority Interest and IncomeTaxes		1,151			21.2	%		1,361			25.3	%		-15	%
Provision for income taxes		241						345
Minority interest, net of taxes		152						110
Earnings from Continuing Operations	$	758			14.0	%	$	906			16.9	%		-16	%
Earnings Per Share - Basic	$	0.39					$	0.47						-17	%
Average Shares - Basic		1,942						1,937
Earnings Per Share - Diluted	$	0.38					$	0.47						-19	%
Average Shares - Diluted		1,975						1,944

	Worldwide					Change in U.S.
	Sales					Rx Demand
Selected Products	$ in Millions		%Var.			3Q03 vs. 3Q02
Plavix	$	902		30	%		23	%
Pravachol/Pravigard Pac		598		-24	%		-13	%
Avapro/Avalide		241		32	%		15	%
Enfamil		203		-3	%		N/A
Sustiva		157		65	%		5	%
Ostomy		135		2	%		N/A
Wound Therapeutics		99		18	%		N/A
Videx/Videx EC		67		18	%		-3	%
Zerit		69		6	%		-29	%
Coumadin		65		-3	%		-18	%
Glucovance		13		-86	%		-79	%
Glucophage XR		18		-83	%		-82	%

Other (Income)/Expense	2004			2003
Interest Expense		80			48
Interest Income		(28	)		(15	)
Foreign Exchange		(20	)		44
Other - net		(15	)		2
		17			79

* in excess of +/- 200%

BRISTOL-MYERS SQUIBB COMPANY
2004 NINE MONTH REVIEW
($ in Millions)

Corporate Overview

	2004			% of Total			2003			% of Total			%Var.
Revenues:
Pharmaceuticals	$	11,353			70.8	%	$	10,843			71.2	%		5	%
Oncology Therapeutics Network		1,815			11.3	%		1,652			10.9	%		10	%
Nutritionals		1,496			9.3	%		1,497			9.8	%		—
Other Healtcare		1,374			8.6	%		1,237			8.1	%		11	%
ConvaTec		688			4.3	%		602			3.9	%		14	%
Medical Imaging		435			2.7	%		379			2.5	%		15	%
Consumer Medicines		251			1.6	%		256			1.7	%		-2	%
		16,038			100.0	%		15,229			100.0	%		5	%
Expenses:				% of Sales						% of Sales			%Var.
COGS		6,094			38.0	%		5,490			36.0	%		11	%
SG&A		3,655			22.8	%		3,398			22.3	%		8	%
Adv. & Promo.		987			6.2	%		1,001			6.5	%		-1	%
R&D		1,823			11.4	%		1,564			10.3	%		17	%
In-process R&D		63			0.4	%		—			—			—
Gain on sale of businesses		(316	)		-2.0	%		—			—			—
Provision for restructuring and other items		75			0.5	%		18			0.1	%		*
Litigation settlement expense/(income)		404			2.5	%		(66	)		-0.4	%		*
Equity in net income of affiliates		(204	)		-1.3	%		(124	)		-0.8	%		-65	%
Other (Inc)/Exp, net		62			0.4	%		177			1.2	%		-65	%
		12,643			78.8	%		11,458			75.2	%		10	%
Earnings Before Minority Interest and Income Taxes		3,395			21.2	%		3,771			24.8	%		-10	%
Provision for income taxes		759						923
Minority interest, net of taxes		387						248
Net Earnings	$	2,249			14.0	%	$	2,600			17.1	%		-14	%
Earnings Per Share - Basic	$	1.16					$	1.34						-13	%
Average Shares - Basic		1,941						1,936
Earnings Per Share - Diluted	$	1.14					$	1.34						-15	%
Average Shares - Diluted		1,975						1,942

	Worldwide					Change in U.S.
	Sales					Rx Demand
Selected Products	$ in Millions		%Var.			YTD 04 vs. YTD 03
Plavix	$	2,368		43	%		26	%
Pravachol/Pravigard Pac		1,925		-8	%		-8	%
Avapro/Avalide		671		27	%		16	%
Enfamil		635		5	%		N/A
Sustiva		449		11	%		5	%
Ostomy		399		8	%		N/A
Wound Therapeutics		280		24	%		N/A
Videx/Videx EC		207		4	%		-1	%
Zerit		205		-26	%		-29	%
Coumadin		179		-28	%		-18	%
Glucovance		162		-49	%		-39	%
Glucophage XR		47		-85	%		-77	%

Other (Income)/Expense	2004			2003
Interest Expense		219			207
Interest Income		(67	)		(47	)
Foreign Exchange		35			10
Other - net		(125	)		7
		62			177

* in excess of +/- 200%

BRISTOL-MYERS SQUIBB COMPANY
WORLDWIDE SALES BY PRODUCT
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2004
($ in millions)

				WORLDWIDE								INTERNATIONAL *								DOMESTIC *
	2004			2003		% growth			2004			2003		% growth			2004			2003			% growth
Total Company	$	5,427		$	5,372		1	%	$	2,145		$	2,038		5	%	$	3,282		$	3,334			-2	%
PHARMACEUTICALS		3,831			3,847		—			1,677			1,646		2	%		2,154			2,201			-2	%
Cardiovasculars		1,951			1,936		1	%		631			656		-4	%		1,320			1,280			3	%
Plavix		902			694		30	%		121			104		16	%		781			590			32	%
Pravachol/Pravigard Pac		598			787		-24	%		280			328		-15	%		318			459			-31	%
Avapro/ Avalide		241			182		32	%		93			73		27	%		148			109			36	%
Monopril		69			120		-43	%		56			61		-8	%		13			59			-78	%
Coumadin		65			67		-3	%		7			6		17	%		58			61			-5	%
Capoten/Captopril		40			49		-18	%		40			49		-18	%		—			—			—
Anti-Cancer		566			547		3	%		311			309		1	%		255			238			7	%
TAXOL		243			238		2	%		234			229		2	%		9			9			—
Paraplatin		177			245		-28	%		32			34		-6	%		145			211			-31	%
Erbitux		84			—		—			1			—		—			83			—			—
Anti-Infectives		676			531		27	%		379			355		7	%		297			176			69	%
Sustiva		157			95		65	%		62			52		19	%		95			43			121	%
Reyataz		106			38		179	%		31			1		***			75			37			103	%
Videx/ Videx EC		67			57		18	%		40			40		—			27			17			59	%
Zerit		69			65		6	%		35			42		-17	%		34			23			48	%
Cefzil		54			38		42	%		24			19		26	%		30			19			58	%
Maxipime		45			46		-2	%		45			46		-2	%		—			—			—
Tequin		41			45		-9	%		10			11		-9	%		31			34			-9	%
Central Nervous System		46			69		-33	%		50			40		25	%		(4	)		29			-114	%
Sinemet		28			20		40	%		22			22		—			6			(2	)		***
BuSpar		8			—		—			6			7		-14	%		2			(7	)		-129	%
Serzone		(4	)		32		-113	%		1			1		—			(5	)		31			-116	%
Other Pharmaceuticals
Glucophage Franchise		43			236		-82	%		4			4		—			39			232			-83	%
Glucovance		13			91		-86	%		1			—		—			12			91			-87	%
Glucophage		4			36		-89	%		4			3		33	%		—			33			-100	%
Glucophage XR		18			103		-83	%		(1	)		—		—			19			103			-82	%
Metaglip		8			6		33	%		—			1		-100	%		8			5			60	%
Abilify**		165			101		63	%		13			1		***			152			100			52	%
ONCOLOGY THERAPEUTICS NETWORK		649			574		13	%		—			—		—			649			574			13	%
NUTRITIONALS		484			518		-7	%		260			235		11	%		224			283			-21	%
Infant Formulas		339			333		2	%		121			108		12	%		218			225			-3	%
Enfamil		203			209		-3	%		68			58		17	%		135			151			-11	%
Other Nutritional Products
Toddler/Children’s Nutritionals		116			109		6	%		116			109		6	%		—			—			—
Adult Consumer Nutritionals		6			40		-85	%		6			10		-40	%		—			30			-100	%
OTHER HEALTHCARE		463			433		7	%		206			195		6	%		257			238			8	%
CONVATEC PRODUCTS		237			219		8	%		165			148		11	%		72			71			1	%
Ostomy		135			133		2	%		96			89		8	%		39			44			-11	%
Wound Therapeutics		99			84		18	%		68			57		19	%		31			27			15	%
MEDICAL IMAGING		145			129		12	%		22			23		-4	%		123			106			16	%
Cardiolite		101			83		22	%		10			11		-9	%		91			72			26	%
CONSUMER MEDICINES		81			85		-5	%		19			24		-21	%		62			61			2	%

*	This table presents Total Company sales on a legal entity source basis and segment and product sales on a country management reported basis. As a result, the sum of segment sales for International and for Domestic do not tie to the Total Company International and Domestic sales shown above.
**	Includes alliance revenue from the co-promotional agreement with Otsuka Pharmaceutical Co., Ltd.
***	In Excess of +/- 200%

BRISTOL-MYERS SQUIBB COMPANY
WORLDWIDE SALES BY PRODUCT
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004
($ in millions)

				WORLDWIDE							INTERNATIONAL *								DOMESTIC *
	2004			2003		% growth			2004		2003		% growth			2004			2003		% growth
Total Company	$	16,038		$	15,229		5	%	$	6,420	$	5,799		11	%	$	9,618		$	9,430		2	%
PHARMACEUTICALS		11,353			10,843		5	%		5,162		4,679		10	%		6,191			6,164		—
Cardiovasculars		5,590			5,133		9	%		1,989		1,807		10	%		3,601			3,326		8	%
Plavix		2,368			1,659		43	%		351		262		34	%		2,017			1,397		44	%
Pravachol/Pravigard Pac		1,925			2,098		-8	%		938		900		4	%		987			1,198		-18	%
Avapro/ Avalide		671			527		27	%		263		204		29	%		408			323		26	%
Monopril		206			352		-41	%		181		179		1	%		25			173		-86	%
Coumadin		179			249		-28	%		20		18		11	%		159			231		-31	%
Capoten/Captopril		134			147		-9	%		134		147		-9	%		—			—		—
Anti-Cancer		1,728			1,591		9	%		943		869		9	%		785			722		9	%
TAXOL		735			695		6	%		711		644		10	%		24			51		-53	%
Paraplatin		646			701		-8	%		97		95		2	%		549			606		-9	%
Erbitux		173			—		—			1		—		—			172			—		—
Anti-Infectives		2,004			1,856		8	%		1,162		1,072		8	%		842			784		7	%
Sustiva		449			405		11	%		188		153		23	%		261			252		4	%
Reyataz		266			39		***			60		2		***			206			37		***
Videx/ Videx EC		207			199		4	%		126		117		8	%		81			82		-1	%
Zerit		205			278		-26	%		117		138		-15	%		88			140		-37	%
Cefzil		181			210		-14	%		80		65		23	%		101			145		-30	%
Maxipime		139			133		5	%		139		133		5	%		—			—		—
Tequin		119			143		-17	%		34		28		21	%		85			115		-26	%
Central Nervous System		136			254		-46	%		134		122		10	%		2			132		-98	%
Sinemet		78			74		5	%		65		62		5	%		13			12		8	%
BuSpar		14			25		-44	%		19		22		-14	%		(5	)		3		***
Serzone		(8	)		102		-108	%		—		6		-100	%		(8	)		96		-108	%
Other Pharmaceuticals
Glucophage Franchise		283			723		-61	%		16		13		23	%		267			710		-62	%
Glucovance		162			315		-49	%		4		3		33	%		158			312		-49	%
Glucophage		47			99		-53	%		11		8		38	%		36			91		-60	%
Glucophage XR		47			306		-85	%		—		1		-100	%		47			305		-85	%
Metaglip		27			3		***			1		1		—			26			2		***
Abilify**		402			203		98	%		18		2		***			384			201		91	%
ONCOLOGY THERAPEUTICS NETWORK		1,815			1,652		10	%		—		—		—			1,815			1,652		10	%
NUTRITIONALS		1,496			1,497		—			773		703		10	%		723			794		-9	%
Infant Formulas		1,043			952		10	%		368		323		14	%		675			629		7	%
Enfamil		635			607		5	%		204		178		15	%		431			429		—
Other Nutritional Products
Toddler/Children’s Nutritionals		348			313		11	%		348		313		11	%		—			—		—
Adult Consumer Nutritionals		37			110		-66	%		22		32		-31	%		15			78		-81	%
OTHER HEALTHCARE		1,374			1,237		11	%		608		551		10	%		766			686		12	%
CONVATEC PRODUCTS		688			602		14	%		474		406		17	%		214			196		9	%
Ostomy		399			370		8	%		279		251		11	%		120			119		1	%
Wound Therapeutics		280			225		24	%		189		150		26	%		91			75		21	%
MEDICAL IMAGING		435			379		15	%		65		59		10	%		370			320		16	%
Cardiolite		298			244		22	%		32		30		7	%		266			214		24	%
CONSUMER MEDICINES		251			256		-2	%		69		86		-20	%		182			170		7	%

*	This table presents Total Company sales on a legal entity source basis and segment and product sales on a country management reported basis. As a result, the sum of segment sales for International and for Domestic do not tie to the Total Company International and Domestic sales shown above.
**	Includes alliance revenue from the co-promotional agreement with Otsuka Pharmaceutical Co., Ltd.
***	In Excess of +/- 200%

BRISTOL-MYERS SQUIBB COMPANY
WORLDWIDE SALES BY PRODUCT
FOR THE THREE MONTHS ENDED JUNE 30, 2004
($ in millions)

				WORLDWIDE									INTERNATIONAL *								DOMESTIC *
	2004			2003			% growth			2004			2003		% growth			2004			2003			% growth
Total Company	$	10,611		$	9,857			8	%	$	4,275		$	3,761		14	%	$	6,336		$	6,096			4	%
PHARMACEUTICALS		7,522			6,996			8	%		3,485			3,033		15	%		4,037			3,963			2	%
Cardiovasculars		3,639			3,197			14	%		1,358			1,151		18	%		2,281			2,046			11	%
Plavix		1,466			965			52	%		230			158		46	%		1,236			807			53	%
Pravachol/Pravigard Pac		1,327			1,311			1	%		658			572		15	%		669			739			-9	%
Avapro/ Avalide		430			345			25	%		170			131		30	%		260			214			21	%
Monopril		137			232			-41	%		125			118		6	%		12			114			-89	%
Coumadin		114			182			-37	%		13			12		8	%		101			170			-41	%
Capoten/Captopril		94			98			-4	%		94			98		-4	%		—			—			—
Anti-Cancer		1,162			1,044			11	%		632			560		13	%		530			484			10	%
TAXOL		492			457			8	%		477			415		15	%		15			42			-64	%
Paraplatin		469			456			3	%		65			61		7	%		404			395			2	%
Erbitux		89			—			—			—			—		—			89			—			—
Anti-Infectives		1,328			1,325			—			783			717		9	%		545			608			-10	%
Sustiva		292			310			-6	%		126			101		25	%		166			209			-21	%
Reyataz		160			1			***			29			1.00		***			131			—			—
Videx/ Videx EC		140			142			-1	%		86			77		12	%		54			65			-17	%
Zerit		136			213			-36	%		82			96		-15	%		54			117			-54	%
Cefzil		127			172			-26	%		56			46		22	%		71			126			-44	%
Maxipime		94			87			8	%		94			87		8	%		—			—			—
Tequin		78			98			-20	%		24			17		41	%		54			81			-33	%
Central Nervous System		90			185			-51	%		84			82		2	%		6			103			-94	%
Sinemet		50			54			-7	%		43			40		8	%		7			14			-50	%
BuSpar		6			25			-76	%		13			15		-13	%		(7	)		10			-170	%
Serzone		(4	)		70			-106	%		(1	)		5		-120	%		(3	)		65			-105	%
Other Pharmaceuticals
Glucophage Franchise		240			487			-51	%		12			9		33	%		228			478			-52	%
Glucovance		149			224			-33	%		3			3		—			146			221			-34	%
Glucophage		43			63			-32	%		7			5		40	%		36			58			-38	%
Glucophage XR		29			203			-86	%		1			1		—			28			202			-86	%
Metaglip		19			(3	)		***			1			—		—			18			(3	)		***
Abilify**		237			102			1.32			5			1		***			232			101			1.30
ONCOLOGY THERAPEUTICS NETWORK		1,166			1,078			8	%		—			—		—			1,166			1,078			8	%
NUTRITIONALS		1,012			979			3	%		513			468		10	%		499			511			-2	%
Infant Formulas		704			619			14	%		247			215		15	%		457			404			13	%
Enfamil		432			398			9	%		136			120		13	%		296			278			6	%
Other Nutritional Products
Toddler/Children’s Nutritionals		232			204			14	%		232			204		14	%		—			—			—
Adult Consumer Nutritionals		31			70			-56	%		16			22		-27	%		15			48			-69	%
OTHER HEALTHCARE		911			804			13	%		402			356		13	%		509			448			14	%
CONVATEC PRODUCTS		451			383			18	%		309			258		20	%		142			125			14	%
Ostomy		264			237			11	%		183			162		13	%		81			75			8	%
Wound Therapeutics		181			141			28	%		121			93		30	%		60			48			25	%
MEDICAL IMAGING		290			250			16	%		43			36		19	%		247			214			15	%
Cardiolite		197			161			22	%		22			19		16	%		175			142			23	%
CONSUMER MEDICINES		170			171			-1	%		50			62		-19	%		120			109			10	%

*	This table presents Total Company sales on a legal entity source basis and segment and product sales on a country management reported basis. As a result, the sum of segment sales for International and for Domestic do not tie to the Total Company International and Domestic sales shown above.
**	Includes alliance revenue from the co-promotional agreement with Otsuka Pharmaceutical Co., Ltd.
***	In Excess of 200%

BRISTOL-MYERS SQUIBB COMPANY
EARNINGS BEFORE MINORITY INTEREST AND INCOME TAXES
EXCLUDING SPECIFIED ITEMS

	2003
	Q1			Q2			Q3			Q4		TOTAL YEAR
Earnings Before Minority Interest and Income Taxes	$	1,163		$	1,247		$	1,361		$	923	$	4,694
Specified items:
Provision for restructuring / other		26			4			55			110		195
Litigation (recoveries) / charges		(21	)		(41	)		(4	)		265		199
Earnings Before Minority Interest and Income Taxes Excluding Specified Items	$	1,168		$	1,210		$	1,412		$	1,298	$	5,088

	2004
	Q1			Q2			Q3			TOTAL YEAR
Earnings Before Minority Interest and Income Taxes	$	1,469		$	775		$	1,151		$	3,395
Specified items:
Gain on sale of businesses		(295	)		(18	)		(3	)		(316	)
In-process research and development		—			62			1			63
Provision for restructuring / other		34			42			115			191
Litigation reserves		—			455			36			491
Earnings Before Minority Interest and Income Taxes Excluding Specified Items	$	1,208		$	1,316		$	1,300		$	3,824

BRISTOL-MYERS SQUIBB COMPANY
DILUTED EARNINGS PER COMMON SHARE
EXCLUDING SPECIFIED ITEMS

	2003
	Q1			Q2			Q3 *		Q4		TOTAL YEAR *
Diluted Earnings per Common Share	$	0.41		$	0.46		$	0.47	$	0.26	$	1.59
Specified items:
Provision for restructuring / other		0.01			—			0.02		0.04		0.07
Litigation (recoveries) / charges		(0.01	)		(0.01	)		—		0.13		0.11
Diluted Earnings per Common Share Excluding Specified Items *	$	0.41		$	0.45		$	0.48	$	0.43	$	1.78

	2004
	Q1			Q2			Q3		TOTAL YEAR
Diluted Earnings per Common Share	$	0.49		$	0.27		$	0.38	$	1.14
Specified items:
Gain on sale of businesses		(0.09	)		(0.01	)		—		(0.10	)
In-process research and development		—			0.03			—		0.03
Provision for restructuring / other		0.01			0.02			0.04		0.07
Litigation reserves		—			0.15			0.01		0.16
Tax adjustments		—			—			0.01		0.01
Diluted Earnings per Common Share Excluding Specified Items	$	0.41		$	0.46		$	0.44	$	1.31

* amounts may not add due to rounding of individual calculations.

BRISTOL-MYERS SQUIBB COMPANY
SELECT ADDITIONAL FINANCIAL INFORMATION

	($ in Millions)
	September 30,			December 31,
	2004			2003
Balance Sheet Items
Cash, cash equivalents and marketable debt securities	$	7,253		$	5,457
Receivables, net of allowances		3,808			3,646
Short-term borrowings		1,650			127
Long-term debt		8,540			8,522
Stockholders’ equity	$	10,663		$	9,786
Other Items
For the three months ended September 30, 2004:
Quarterly Dividend	$.28/share
Gross Margin		61.3	%
Capital Expenditures and Capitalized Software	$174 million

BRISTOL-MYERS SQUIBB COMPANY
2004 DILUTED EPS IMPACT OF PROJECTED SPECIFIED ITEMS

	Diluted EPS
	Impact
Litigation reserves	$	(0.16	)
Gain on sale of Adult Nutritional Business		0.10
Anticipated restructuring/relocation		(0.08	)
Charge for in-process research and development from acquisition of Acordis		(0.03	)
Licensing milestones		(0.03	)
Tax adjustments		(0.01	)
Total	$	(0.21	)

BRISTOL-MYERS SQUIBB COMPANY
ESTIMATED MONTHS ON HAND OF SELECTED PRODUCTS
IN THE U.S. WHOLESALER DISTRIBUTION CHANNEL

	As of
	September 30,
	2004
Plavix		0.6
Pravachol		0.6
Taxol		1.0
Avapro/Avalide		0.6
Paraplatin		1.0
Abilify		0.6
Sustiva		0.7
Reyataz		0.6
Glucophage Franchise		0.9
Videx/Videx EC		0.6
Zerit		0.7
Monopril		0.9
Coumadin		0.8
Tequin		0.8

* The Company determines the above months on hand estimates by dividing the estimated amount of the product in the wholesaler distribution channel by the estimated amount of out-movement of the product over a period of one month calculated as described below. Factors that may influence the Company’s estimates include generic competition, seasonality of products, wholesaler purchases in light of increases in wholesaler list prices, new product launches, new warehouse openings by wholesalers and new customer stockings by wholesalers.

Estimates of product in the wholesaler distribution channel and out-movement are based on weekly information received directly from third-parties, and excludes any inventory held by intermediaries such as retailers and hospitals. The Company determines the amount of out-movement of a product over a period of one month by using the most recent prior four weeks of out-movement of a product as provided by these third parties.