SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

LEVIN JEREMY M

(Last)

(First)

(Middle)

BRISTOL-MYERS SQUIBB COMPANY

ROUTE 206 & PROVINCE LINE ROAD

(Street)

PRINCETON

08543

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/04/2010

3. Issuer Name and Ticker or Trading Symbol
BRISTOL MYERS SQUIBB CO [ BMY ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP Strat Transactions

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, $0.10 par value	20,505	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Market Share Units	⁽¹⁾	⁽¹⁾	Common Stock, $0.10 par value	9,228	⁽²⁾	D
Option (right to buy)	⁽³⁾	03/02/2019	Common Stock, $0.10 par value	42,941	$17.51	D
Option (right to buy)	⁽⁴⁾	07/31/2018	Common Stock, $0.10 par value	25,000	$21.11	D
Option (right to buy)	⁽⁵⁾	03/03/2018	Common Stock, $0.10 par value	25,509	$22.14	D
Option (right to buy)	⁽⁶⁾	09/30/2017	Common Stock, $0.10 par value	80,000	$29.03	D
Performance Shares	⁽⁷⁾	03/31/2011	Common Stock, $0.10 par value	9,046	⁽⁸⁾	D
Performance Shares	⁽⁹⁾	03/31/2012	Common Stock, $0.10 par value	2,987	⁽⁸⁾	D
Restricted Stock Units	⁽¹⁰⁾	10/01/2011	Common Stock, $0.10 par value	20,000	⁽¹¹⁾	D
Restricted Stock Units	⁽¹²⁾	03/04/2012	Common Stock, $0.10 par value	2,794	⁽¹³⁾	D
Restricted Stock Units	⁽¹⁴⁾	03/03/2013	Common Stock, $0.10 par value	6,058	⁽¹¹⁾	D

Explanation of Responses:

1. Twenty-five percent of the market share unit award will vest on each of the first, second, third and fourth anniversaries of the grant date and will be converted into shares of common stock based on a conversion factor.

2. Each market share unit converts into the number of shares of common stock based on the average of the closing share price of the company?s common stock on the vesting date and the nine trading days immediately preceding the vesting date.

3. 10,735 shares are currently exercisable. 10,735 shares will become exercisable on March 3, 2011, 10,735 shares will become exercisable on March 3, 2012 and 10,736 shares will become exercisable on March 3, 2013.

4. 6,250 shares are currently exercisable. 6,250 shares will become exercisable on each of August 1, 2010, August 1, 2011 and August 1, 2012.

5. 12,754 shares are currently exercisable. 6,377 shares will become exercisable on March 4, 2011 and 6,378 shares will become exercisable on March 4, 2012.

6. Currently Exercisable.

7. Consists of performance shares earned under the 2008-2010 Regular Long-Term Performance Award and the 2008-2010 Special Long-Term Performance Award.

8. Each performance share converts into one share of common stock upon payout.

9. Consists of performance shares earned under the 2009-2011 Long-Term Performance Award.

10. 10,000 shares will vest on each of October 1, 2010 and October 1, 2011. Each restricted stock unit will be converted into one share of common stock upon vesting.

11. Each restricted stock unit converts into one share of common stock upon vesting.

12. 1,397 shares will vest on each of March 4, 2011 and March 4, 2012. Each restricted stock unit will be converted into one share of common stock upon vesting.

13. The restricted stock units were converted on a one for one basis into shares of common stock upon vesting.

14. 2,019 shares will vest on each of March 3, 2011 and March 4, 2012 and 2,020 shares will vest on March 3, 2013.

Remarks:

	/s/ Jeremy M. Levin	05/14/2010
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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