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*
ALMEIDA JOSE E

(Last) (First) (Middle)
C/O COVIDIEN LTD.
15 HAMPSHIRE STREET

(Street)
MANSFIELD MA 02048

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
06/29/2007
3. Issuer Name and Ticker or Trading Symbol
Covidien Ltd. [ COV ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Senior Vice President
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 Shares 21,536(1) 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)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) (2) 11/21/2015 Common Shares 16,673 $36.9903 D
Stock Option (Right to Buy) (2) 11/20/2016 Common Shares 33,554 $38.6485 D
Stock Option (Right to Buy) (2) 03/09/2015 Common Shares 32,457 $45.6575 D
Explanation of Responses:
1. Includes 4,020 shares distributed to the Reporting Person in connection with pro-rata distribution of the shares of Covidien Ltd. ("Company") to the stockholders of Tyco International Ltd. Pursuant to the exemption under Section 16a-9(a) of the Securities Exchange Act of 1934, this transaction is not required to be reported. The remainder (17,516) consists of previously granted Restricted Stock Unit (RSU) awards adjusted pursuant to the terms of the original grant agreement to reflect the separation and distribution of Covidien Ltd. by and from Tyco International Ltd. on June 29, 2007. Upon vesting, the RSUs are settled in Common Shares. The Reporting Person receives dividend equivalent stock units on the RSUs.
2. Consists of previously granted employee stock options adjusted pursuant to the terms of the original grant agreement to reflect the separation and distribution of Covidien Ltd. by and from Tyco International Ltd. on June 29, 2007. The employee stock option vests and is exercisable on the schedule set forth in the original grant agreement. Generally options are fully exercisable on the fourth anniversary of the original grant date and expire on the ten year anniversary date of the original grant date.
Remarks:
almeidapoa.TXT
By: John W. Kapples, Attorney in Fact 07/05/2007
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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