11-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 11-K

x ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2011

or

¨ TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                      to                     

Commission File No: 1-6926

A. Full title of the plan and the address of the plan, if different from that of the issuer named below:

1998 Employee Stock Purchase Plan

of C. R. Bard, Inc., as Amended and Restated

B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

C. R. Bard, Inc.

730 Central Avenue

Murray Hill, NJ 07974

REQUIRED INFORMATION:

Exhibit 23.1     Consent of Independent Registered Public Accounting Firm

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this Annual Report to be signed on its behalf by the undersigned, hereunto duly authorized.

1998 EMPLOYEE STOCK PURCHASE PLAN OF C. R. BARD, INC., AS AMENDED AND RESTATED
By:	/s/ Frank Lupisella Jr.
Frank Lupisella Jr. Vice President and Controller

Dated: March 22, 2012

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Report of Independent Registered Public Accounting Firm

To the Compensation Committee of the Board of Directors of C. R. Bard, Inc.:

We have audited the accompanying statements of net assets available for benefits of the 1998 Employee Stock Purchase Plan of C. R. Bard, Inc., as Amended and Restated (the “Plan”), as of December 31, 2011 and 2010, and the related statements of changes in net assets available for benefits for each of the years in the three-year period ended December 31, 2011. These financial statements are the responsibility of the Plan’s administrator. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2011 and 2010, and the changes in net assets available for benefits for each of the years in the three-year period ended December 31, 2011, in conformity with accounting principles generally accepted in the United States of America.

/s/ KPMG LLP

Short Hills, New Jersey

March 22, 2012

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1998 Employee Stock Purchase Plan of C. R. Bard, Inc., as Amended and Restated

Statements of Net Assets Available for Benefits

As of December 31, 2011 and 2010

	2011		2010
Assets
Contributions receivable	$	6,000,942	$	—
Total Assets	$	6,000,942	$	—
Liabilities
Total Liabilities		—		—
Net Assets Available for Benefits	$	6,000,942	$	—

The accompanying notes to financial statements are an integral part of these statements.

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1998 Employee Stock Purchase Plan of C. R. Bard, Inc., as Amended and Restated

Statements of Changes in Net Assets Available for Benefits

For the Years Ended December 31, 2011, 2010 and 2009

	2011		2010		2009
Net assets available for benefits, beginning of year	$	—	$	—	$	—
Additions
Participant contributions		10,611,513		9,619,340		9,283,916
C. R. Bard, Inc. contributions		3,092,358		2,790,317		1,862,746
Total Additions	$	13,703,871	$	12,409,657	$	11,146,662
Deductions
Participants’ purchases of stock	$	7,702,929	$	12,409,657	$	11,146,662
Total Deductions	$	7,702,929	$	12,409,657	$	11,146,662
Net assets available for benefits, end of year	$	6,000,942	$	—	$	—

The accompanying notes to financial statements are an integral part of these statements.

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1998 Employee Stock Purchase Plan of C. R. Bard, Inc., as Amended and Restated

Notes to Financial Statements

(1) PLAN DESCRIPTION:

The following description of the 1998 Employee Stock Purchase Plan of C. R. Bard, Inc., as Amended and Restated (the “Plan”), is provided for general information purposes. Eligible employees participating in the Plan (the “Participants”) should refer to the Plan document for more detailed and complete information.

General

Under the Plan, which was approved by the stockholders of C. R. Bard, Inc. (the “company”) at their April 15, 1998 meeting and was last amended and restated effective April 16, 2008, the company is authorized to sell up to 1,750,000 shares of the company’s common stock (authorized but unissued shares of common stock, treasury shares or shares purchased through the open market) to Participants in accordance with the Plan. Through December 31, 2011, the Participants had purchased 1,638,246 shares of common stock since the Plan’s inception, leaving 111,754 shares of common stock available for future purchases by Participants.

The Plan provides eligible employees of the company and certain of its subsidiaries with an opportunity to purchase shares of the company’s common stock at a 15% discount. All domestic employees and certain foreign employees that meet certain requirements are eligible to participate in the Plan. Plan requirements include that the employee’s customary work week must be 20 hours or greater and that the employee’s customary employment must be greater than five months in any calendar year. Beginning July 1, 2009, the company suspended participation in the Plan for certain of its foreign subsidiaries.

The Plan is neither qualified under Section 401(a) of the Internal Revenue Code of 1986, as amended, nor subject to any of the provisions of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”).

Contributions

Participants may elect to make after tax contributions of up to $20,000 annually through payroll deductions equal to whole percentages from 1% to 10% of basic pay, overtime pay, vacation and holiday pay and commissions paid to the employee during the applicable payroll period. Payroll deductions are for six-month periods beginning each January 1 and July 1 (the “Grant Date”). All funds of Participants received or held by the company under the Plan before purchase of the shares of the company’s common stock are held without liability for interest or other increment.

Share Purchases

Except as provided in the Plan, shares of the company’s common stock are purchased on June 30 or December 31 or the following business day, if such date is not a business day (the “Purchase Date”). The purchase price is 85% of the lesser of the fair market value of the company’s common stock on either the corresponding Grant Date or the Purchase Date (the “Purchase Price”). The number of shares purchased is determined by dividing the Purchase Price into the balance in the Participant’s plan account on the Purchase Date. A purchase of $6,000,942 (69,480 shares) occurred on January 3, 2012 relating to Participant contributions for the six-month period ended December 31, 2011.

The difference between the fair market value of the total common stock purchased on the Purchase Date and the Purchase Price represents the company’s contribution to the Plan. These contributions amounted to $3,092,358, $2,790,317 and $1,862,746 for the years ended December 31, 2011, 2010 and 2009, respectively.

Participants have the option to have shares registered in their name on the Purchase Date or, for tax purposes, to defer purchase and registration for six months. At December 31, 2011 and 2010, there were no deferred share purchases under the Plan.

Vesting

Participants are always fully vested in their payroll contributions and purchased shares of the company’s common stock.

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1998 Employee Stock Purchase Plan of C. R. Bard, Inc., as Amended and Restated

Notes to Financial Statements

Participant Refunds

At any time, a Participant may cancel participation in the Plan by notifying the company. Upon notification, the Participant’s payroll deductions under the Plan cease as soon as practicable, and such Participant’s payroll deductions, up to the point of cancellation, are used to purchase shares on the next Purchase Date. Participants who are terminating their employment from the company will have their Plan contributions returned in cash as soon as practicable following the termination of employment.

Tax Status

The Plan was established to be in compliance with Section 423 of the Internal Revenue Code of 1986, and legal counsel has advised that as such, the Plan is not, and cannot be, subject to income taxes.

(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

Basis of Presentation

The accompanying financial statements have been prepared on the accrual basis of accounting. Participant purchases of common stock made from Plan contributions were approximately as follows: 2011 – 70,100 shares, 2010 – 146,600 shares and 2009 – 147,700 shares (approximately 1,200 shares of which related to 2008 contributions). On the Purchase Date, shares are distributed to Participants and are, therefore, not reflected in these financial statements. During 2011, 2010 and 2009, 1,515, 1,421 and 1,393 Participants, respectively, contributed to the Plan. There were no dividends receivable from the company as of these dates. The company pays for all administrative expenses of the Plan.

Estimates in the Preparation of Financial Statements

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires that estimates and assumptions be made that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of additions and deductions to Plan net assets available for benefits during the reporting period. Actual results could differ from those estimates.

(3) PLAN TERMINATION:

The Plan shall terminate upon the earlier of (a) the termination of the Plan by the Board of Directors of the company or (b) the date all shares authorized for sale have been utilized under the Plan.

The Board of Directors of the company may terminate the Plan as of any date, and the date of termination shall be deemed a Purchase Date. If on such Purchase Date, or at any other time, Participants in the aggregate have rights to purchase more shares of common stock than are available for purchase under the Plan, each Participant shall be eligible to purchase a reduced number of shares of common stock on a pro rata basis, and any excess Participant contributions shall be returned to Participants, all as provided by rules and regulations adopted by the Plan administrator.

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EX-23.1

Exhibit 23.1

Consent of Independent Registered Public Accounting Firm

To the Compensation Committee of the Board of Directors of C. R. Bard, Inc.:

We consent to the incorporation by reference in registration statements (Nos. 333-51793, 333-135098 and 333-151740) on Form S-8 of C. R. Bard, Inc. of our report dated March 22, 2012 with respect to the statements of net assets available for benefits of the 1998 Employee Stock Purchase Plan of C. R. Bard, Inc., as Amended and Restated, as of December 31, 2011 and 2010, and the related statements of changes in net assets available for benefits for each of the years in the three-year period ended December 31, 2011, which report appears in the December 31, 2011 Annual Report on Form 11-K of the 1998 Employee Stock Purchase Plan of C. R. Bard, Inc., as Amended and Restated.

/s/ KPMG LLP

Short Hills, New Jersey

March 22, 2012