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* Cuss Francis M (Last) (First) (Middle) BRISTOL-MYERS SQUIBB COMPANY ROUTE 206 & PROVINCE LINE ROAD (Street) PRINCETON NJ 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 Dscvry & Exp Clinl Resrch	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	69,985.82(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
Market Share Units	(2)	(2)	Common Stock, $0.10 par value	16,521	(3)	D
Option (right to buy)	(4)	03/02/2019	Common Stock, $0.10 par value	79,807	$17.51	D
Option (right to buy)	(5)	03/03/2018	Common Stock, $0.10 par value	55,463	$22.14	D
Option (right to buy)	(6)	03/06/2016	Common Stock, $0.10 par value	32,300	$22.73	D
Option (right to buy)	(7)	11/30/2016	Common Stock, $0.10 par value	100,000	$24.74	D
Option (right to buy)	(6)	02/28/2015	Common Stock, $0.10 par value	38,667	$25.45	D
Option (right to buy)	(6)	09/30/2013	Common Stock, $0.10 par value	65,000	$25.73	D
Option (right to buy)	(8)	03/05/2017	Common Stock, $0.10 par value	39,010	$27.01	D
Option (right to buy)	(6)	03/01/2014	Common Stock, $0.10 par value	38,667	$28.11	D
Performance Shares	(9)	03/31/2011	Common Stock, $0.10 par value	17,965	(10)	D
Performance Shares	(11)	03/31/2012	Common Stock, $0.10 par value	6,058	(10)	D
Restricted Stock Units	(12)	03/06/2011	Common Stock, $0.10 par value	2,438	(13)	D
Restricted Stock Units	(14)	03/04/2012	Common Stock, $0.10 par value	6,077	(13)	D
Restricted Stock Units	(15)	03/03/2013	Common Stock, $0.10 par value	11,259	(13)	D
Restricted Stock Units	(16)	11/02/2014	Common Stock, $0.10 par value	20,000	(13)	D

Explanation of Responses:

1. Includes unvested restricted stock awards.

2. 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.

3. 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.

4. 19,951 shares are currently exercisable. 19,952 will become exercisable on each of March 3, 2011, March 3, 2012 and March 3, 2013.

5. 27,731 shares are currently exercisable. 13,866 shares will become exercisable on each of March 4, 2011 and March 4, 2012.

6. Currently Exercisable.

7. 33,333 shares are currently exercisable. 33,333 shares will become exercisable on December 1, 2010 and 33,334 shares will become exercisable on December 1, 2011.

8. 29,257 shares are currently exercisable. 9,753 shares will become exercisable on March 6, 2011.

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

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

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

12. 2,438 restricted stock units will vest on March 6, 2011. Each restricted stock unit will be converted into one share of common stock upon vesting.

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

14. 3,038 restricted stock units will vest on March 4, 2011 and 3,039 restricted stock units will vest on March 4, 2012. Each restricted stock unit will be converted into one share of common stock upon vesting.

15. 3,753 restricted stock units will vest on each of March 3, 2011, March 3, 2012 and March 3, 2013. Each restricted stock unit will be converted into one share of common stock upon vesting.

16. 6,668 restricted stock units will vest on November 2, 2012 and 6,664 restricted stock units will vest on each of November 2, 2013 and November 2, 2014. Each restricted stock unit will be converted into one share of common stock upon vesting.

Remarks:

	/s/ Francis M. Cuss	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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