rrd31298_35408.html

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FYUXzKaK4oEz131JT8G2us49aZ12F5umJF9yNqE4kdLIHsM8OVVT61XSAUsa7ALN VFl/CzN8XHzIpkRsIMK5VA== 0001181431-04-021106.txt : 20040416 0001181431-04-021106.hdr.sgml : 20040416 20040416183758 ACCESSION NUMBER: 0001181431-04-021106 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040406 FILED AS OF DATE: 20040416 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOLDING DAVID W CENTRAL INDEX KEY: 0001286630 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14200 FILM NUMBER: 04739292 BUSINESS ADDRESS: STREET 1: 211 COMMERCE STREET STREET 2: SUITE 800 CITY: NASHVILLE STATE: TN ZIP: 37201 BUSINESS PHONE: 615-743-6622 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CAREMARK RX INC CENTRAL INDEX KEY: 0001000736 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DRUG STORES AND PROPRIETARY STORES [5912] IRS NUMBER: 631151076 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3000 GALLERIA TOWER STREET 2: STE 1000 CITY: BIRMINGHAM STATE: AL ZIP: 35244 BUSINESS PHONE: 2057338996 MAIL ADDRESS: STREET 1: 3000 GALLERIA TOWER STREET 2: SUITE 1000 CITY: BIRMINGHAM STATE: AL ZIP: 35244 FORMER COMPANY: FORMER CONFORMED NAME: MEDPARTNERS INC DATE OF NAME CHANGE: 19960912 FORMER COMPANY: FORMER CONFORMED NAME: MEDPARTNERS INC /DE/ DATE OF NAME CHANGE: 19960912 FORMER COMPANY: FORMER CONFORMED NAME: MEDPARTNERS MULLIKIN INC DATE OF NAME CHANGE: 19950915 3 1 rrd39781.xml X0201 3 2004-04-06 0 0001000736 CAREMARK RX INC CMX 0001286630 GOLDING DAVID W 211 COMMERCE STREET SUITE 800 NASHVILLE TN 37201 0 1 0 0 SVP-Specialty Pharmacy Common Stock, par value $.001 1386.294 D Stock Option 14.777 1994-12-13 2004-12-13 Common Stock, par value $.001 1177 D Stock Option 12.25 2001-01-12 2011-01-12 Common Stock, par value $.001 25000 D Stock Option 15.8 2002-01-02 2012-01-02 Common Stock, par value $.001 20000 D Stock Option 18.35 2003-04-02 2013-04-02 Common Stock, par value $.001 25000 D 20% of these options are exercisable on the grant date, and 20% are exercisable on each anniversary of the grant date. 34% of these options are exercisable on the grant date, and 33% are exercisable on each of the 1st and 2nd anniversaries of the grant date. /s/ David W. Golding 2004-04-16 EX-24. 3 rrd31298_35408.htm POWER OF ATTORNEY rrd31298_35408.html

POWER OF ATTORNEY

            Know all by these presents, that the undersigned hereby constitutes and appoints each of Sara J.
Finley, in her capacity as Corporate Secretary of Caremark Rx, Inc. (the "Company"), and Denise
Ceule Sommer, in her capacity as Assistant Corporate Secretary of the Company, signing singly, the
undersigned's true and lawful attorney-in-fact to:

(1)        execute for and on behalf of the undersigned, in the undersigned's capacity as an
officer and/or director of the Company, Forms 3, 4 and 5 in accordance with
Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder, and any
forms or reports the undersigned may be requested to file in connection with the
undersigned's ownership, acquisition or disposition of securities of the Company;

(2)        do and perform any and all acts for and on behalf of the undersigned which may be
necessary or desirable to complete and execute any such Form 3, 4 or 5 and timely file
such form with the United States Securities and Exchange Commission and any stock
exchange or similar authority; and

(3)        take any other action of any type whatsoever in connection with the foregoing which, in
the reasonable opinion of such attorney-in-fact, may be of benefit to, in the best interest
of, or legally required by, the undersigned, it being understood that the documents
executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and conditions as such
attorney-in-fact may approve in such attorney-in-fact's reasonable discretion.

            The undersigned hereby grants to each such attorney-in-fact full power and authority to do and
perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the
exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or
substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and
powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving
in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any
of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of
1934.

            This Power of Attorney shall remain in full force and effect until the undersigned is no longer
required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in
securities issued by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.

            IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed
as of this 16th day of April, 2004.



	          /s/ David W. Golding

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