8-K

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                                 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 (Date of earliest event reported): June 28, 2004


                         BRISTOL-MYERS SQUIBB COMPANY
            (Exact Name of Registrant as Specified in its Charter)


         Delaware                   1-1136                     22-079-0350
(State or Other Jurisdiction  (Commission File Number)        (IRS Employer
     of Incorporation)                                    Identification Number)
                                345 Park Avenue
                              New York, NY 10154
                    (Address of Principal Executive Office)
      Registrant's telephone number, including area code: (212) 546-4000

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Item 5.   OTHER EVENTS

     Incorporated by reference in its entirety is a press release issued by the
Registrant on June 28, 2004, attached as exhibit 99.1, concerning the
announcement today that it expects to increase its reserves for liabilities
related to previously disclosed legal matters by approximately $400 million.
These reserve increases are expected to be reflected as pre-tax charges to the
Registrant's Company's earnings in the second quarter of 2004.


Item 7(c) .   EXHIBITS

Exhibit 99.1 - Press release dated June 28, 2004, announcing that the Registrant
expects to increase its reserves for liabilities by approximately $400 million
for previously disclosed legal matters.



                                   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 undersigned hereunto
duly authorized.

                                        BRISTOL-MYERS SQUIBB COMPANY


                                        By:  /s/ Sandra Leung
                                        -------------------------------------
                                        Sandra Leung
                                        Secretary


Dated: June 28, 2004



                                 EXHIBIT INDEX

Exhibit
Number    Description
- -------   -----------------------------------------------------------------
99.1      Press release dated June 28, 2004, announcing that the Registrant
          expects to increase its reserves for liabilities.

EX-99.1

[LOGO] Bristol-Myers Squibb Company

CONTACT:          MEDIA:                             INVESTORS:
                  Tracy Furey                        John Elicker
                  609-252-3208                       212-546-3775
                  tracy.furey@bms.com                john.elicker@bms.com

                                                     Susan Walser
                                                     212-546-4631
                                                     susan.walser@bms.com




                    BRISTOL-MYERS SQUIBB ANNOUNCES EXPECTED
                  INCREASES IN LEGAL RESERVES OF $400 MILLION


     NEW YORK, NEW YORK (June 28, 2004) -- Bristol-Myers Squibb Company (NYSE:
BMY) announced today that it expects to increase its reserves for liabilities
related to previously disclosed legal matters by approximately $400 million.
These reserve increases are expected to be reflected as pre-tax charges to the
Company's earnings in the second quarter of 2004. Of the $400 million of
expected increases, approximately $300 million relate to private litigation
and governmental investigations related to wholesaler inventory issues and
other accounting matters, increasing the reserve for those matters from $150
million to $450 million. The additional approximately $100 million of expected
increases relates to product liability and other matters. The expected charges
do not take into account any possible insurance recoveries.

     The expected charges for the second quarter are subject to further review
in connection with the finalization of the Company's second quarter results.
The Company is making this announcement today in connection with the expected
effectiveness this week of its registration statements for outstanding debt
securities in accordance with the terms of the Rule 144A offerings of those
securities last year.




                                    -more-






                                     -2-


     Eventual losses related to these matters may materially exceed the
reserves, and the further impact of these matters could be material. For a
discussion of the Company's legal proceedings, see Note 15--"Legal Proceedings
and Contingencies" included in the Company's Quarterly Report on Form 10-Q/A
for the period ended March 31, 2004. A detailed description of the private
litigation and governmental investigations related to wholesaler inventory and
other accounting matters and product liability matters is set forth in "Other
Securities Matters" and "Product Liability Litigation", respectively, included
in Note 15.

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

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