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 (Date of earliest event reported): December 13, 2010

PFIZER INC.
(Exact name of registrant as specified in its charter)

Delaware	1-3619	13-5315170
(State or other Jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
235 East 42nd Street New York, New York (Address of principal executive offices)		10017 (Zip Code)

Registrant's telephone number, including area code:

(212) 733-2323

Not Applicable
(Former Name or Former Address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the obligation of the registrant under any of the following provisions:

[   ] Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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

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

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

Item 5.02	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
As reported in a Current Report on Form 8-K filed on December 9, 2010, the Board of Directors of Pfizer Inc. (the “Company”) elected Ian C. Read as President and Chief Executive Officer and as a member of the Board of Directors on December 5, 2010. In connection with Mr. Read’s promotion, on December 13, 2010, the Compensation Committee of the Board approved the following new compensation arrangements for Mr. Read effective January 1, 2011: Mr. Read’s annual base salary was increased from $1,210,000 to $1,700,000. Mr. Read’s target annual incentive was increased from $1,156,000 for 2010, which represents 100% of the salary midpoint for his 2010 salary grade, to $2,587,500 for 2011, which represents 150% of the salary midpoint for his 2011 salary grade. In addition, in connection with the assumption of increased responsibilities by Frank A. D’Amelio, Executive Vice President, Chief Financial Officer and Business Operations, on December 13, 2010, the Compensation Committee approved the following new compensation arrangements for Mr. D’Amelio effective January 1, 2011: Mr. D’Amelio’s annual base salary was increased from $1,100,000 to $1,200,000. Mr. D’Amelio’s target annual incentive was increased from $879,120 for 2010, which represents 90% of the salary midpoint for his 2010 salary grade, to $1,125,000 for 2011, which represents 100% of the salary midpoint for his 2011 salary grade.
Item 8.01	Other Events
On December 13, 2010, the Board of Directors elected George A. Lorch, who has served as an independent director since 2000, as non-executive Chairman of the Board. Mr. Lorch relinquished his positions as Chair and a member of the Board’s Compensation Committee and as a member of the Board’s Science and Technology Committee in order to focus on his role as Chairman. In addition, on December 13, 2010: (i) the Board elected James M. Kilts as Chair of the Compensation Committee, and (ii) Constance J. Horner relinquished her position as Lead Independent Director in view of the Board’s election of Mr. Lorch as independent, non-executive Chairman. In connection with the foregoing, the Company issued a press release, which is attached as Exhibit 99.1 and is incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits
Exhibit No.	Description
99.1	Press Release dated December 13, 2010

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.

	PFIZER INC.
	By: /s/  Matthew Lepore  Matthew Lepore
	Title: Vice President and Corporate Secretary
Dated: December 16, 2010

 

EXHIBIT INDEX

Number	Description
99.1	Press Release dated December 13, 2010

EX-99

Exhibit 99.1

For immediate release:	Media Contact:
December 13, 2010	Ray Kerins
	(212) 733-9203
	Investors Contact:
	Chuck Triano
	(212) 733-3901

Pfizer Board Of Directors Elects George A. Lorch
Non-Executive Chairman

New York, N.Y., December 13 – Pfizer Inc. (NYSE:PFE) announced today that the Company’s Board of Directors has elected George A. Lorch, 68, who has served as an independent director since 2000, as non-executive Chairman of the Board, effective immediately.

The Board’s Lead Independent Director, Constance J. Horner, said, “George Lorch has been a valuable, independent voice on the Pfizer Board for over 10 years, and he is ideally suited to lead the Board as non-executive Chairman.  George has been a strong leader on our Board and as Chair of our Compensation Committee.”

Mr. Lorch said, “With his depth of experience and global perspective, Ian Read is the right leader to take Pfizer forward.  Pfizer is an outstanding company that makes important contributions to improve the health and well-being of millions of patients worldwide.  I look forward to working closely with Ian in my role as Chairman of the Board as we work to create and sustain long-term value for Pfizer shareholders and everyone with a stake in the Company’s future success.”     

Mr. Lorch has been Chairman Emeritus of Armstrong Holdings, Inc., a global manufacturer of flooring and ceiling materials, since 2000, having served as Chairman and Chief Executive Officer and in other executive capacities with Armstrong Holdings, Inc. and its predecessor, Armstrong World Industries, Inc., from 1993 to 2000.  He is also Director of Autoliv, Inc., Masonite International, Inc. and The Williams Companies, Inc. and a Director of HSBC Finance Co. and HSBC North America Holding Company, non-public, wholly owned subsidiaries of HSBC LLC. 

Mr. Lorch has relinquished his positions on the Compensation and Science and Technology Committees to focus on his role as Chairman.  The Board elected Mr. James Kilts Chairman of the Compensation Committee effective today.  Finally, Ms. Horner relinquished the role of Lead Independent Director given the Board’s election of an independent non-executive Chairman. 

Pfizer Inc: Working Together for a Healthier World™
At Pfizer (NYSE: PFE), we apply science and our global resources to improve health and well-being at every stage of life.  We strive to set the standard for quality, safety and value in the discovery, development and manufacturing of medicines for people and animals.  Our diversified global health care portfolio includes human and animal biologic and small molecule medicines and vaccines, as well as nutritional products and many of the world's best-known consumer products.  Every day, Pfizer colleagues work across developed and emerging markets to advance wellness, prevention, treatments and cures that challenge the most feared diseases of our time.  Consistent with our responsibility as the world's leading biopharmaceutical company, we also collaborate with health care providers, governments and local communities to support and expand access to reliable, affordable health care around the world.  For more than 150 years, Pfizer has worked to make a difference for all who rely on us. To learn more about our commitments, please visit us at www.pfizer.com.

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