TABLE OF CONTENTS for ABBOTT MEDICAL OPTICS INC (EYE)

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Advanced Medical Optics (EYE)

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EYE » Topics » TABLE OF CONTENTS

These excerpts taken from the EYE 8-K filed Feb 27, 2009.

TABLE OF CONTENTS


SUMMARY TERM SHEET		1
IMPORTANT INFORMATION CONCERNING THE OFFER		5
1. Information Concerning the Company		5
2. Information Concerning the Notes		5
2.1. The Company’s Obligation to Repurchase the Notes		5
2.2. Repurchase Price		6
2.3. Conversion Rights of the Notes		6
2.4. Market for the Notes		7
2.5. Ranking		8
3. Procedures to Be Followed by Holders Electing to Tender Notes for Repurchase		8
3.1. Method and Timing of Delivery		8
3.2. Delivery of Notes		8
3.3. Agreement to be Bound by the Terms of the Offer		9
4. Right of Withdrawal		10
5. Payment for Tendered Notes		11
6. Notes Acquired		11
7. Interests of Directors, Executive Officers and Affiliates of the Company in the Notes		11
8. Purchases of Notes by the Company and Its Affiliates		11
9. Source and Amount of Funds		11
10. Conditions of the Offer		11
11. Material United States Tax Considerations		11
12. Additional Information		14
13. No Solicitations		15
14. Definitions		15
15. Conflicts		15
EXHIBIT A – FORM OF REPURCHASE NOTICE		A-1

No person has been authorized to give any information or to make any representations other than those contained in this Offer to Repurchase and, if given or made, such information or representations must not be relied upon as having been authorized. This Offer to Repurchase does not constitute an offer to buy or the solicitation of an offer to sell securities in any circumstances or jurisdiction in which such offer or solicitation is unlawful. The delivery of this Offer to Repurchase shall not, under any circumstances, create any implication that the information contained in this Offer to Repurchase is current as of any time subsequent to the date of this Offer to Repurchase, or the date of any documents incorporated by reference, as applicable. None of the Company, Abbott, any of their respective affiliates, officers, directors, employees or agents or the Paying Agent makes any representation or recommendation as to whether Holders should tender or refrain from tendering Notes for repurchase pursuant to the Offer. Each Holder should consult its legal, financial and tax advisors and make its own decision as to whether to tender Notes for repurchase and, if so, the principal amount of Notes to tender.

TABLE OF CONTENTS


SUMMARY TERM SHEET		1
IMPORTANT INFORMATION CONCERNING THE OFFER		5
1. Information Concerning the Company		5
2. Information Concerning the Notes		5
2.1. The Company’s Obligation to Repurchase the Notes		5
2.2. Repurchase Price		6
2.3. Conversion Rights of the Notes		6
2.4. Market for the Notes		7
2.5. Ranking		8
3. Procedures to Be Followed by Holders Electing to Tender Notes for Repurchase		8
3.1. Method and Timing of Delivery		8
3.2. Delivery of Notes		9
3.3. Agreement to be Bound by the Terms of the Offer		9
4. Right of Withdrawal		10
5. Payment for Tendered Notes		11
6. Notes Acquired		11
7. Interests of Directors, Executive Officers and Affiliates of the Company in the Notes		11
8. Purchases of Notes by the Company and Its Affiliates		11
9. Source and Amount of Funds		11
10. Conditions of the Offer		12
11. Material United States Tax Considerations		12
12. Additional Information		14
13. No Solicitations		15
14. Definitions		15
15. Conflicts		15
EXHIBIT A – FORM OF REPURCHASE NOTICE		A-1

TABLE OF CONTENTS


SUMMARY TERM SHEET		1
IMPORTANT INFORMATION CONCERNING THE OFFER		5
1. Information Concerning the Company		5
2. Information Concerning the Notes		5
2.1. The Company’s Obligation to Repurchase the Notes		5
2.2. Repurchase Price		6
2.3. Conversion Rights of the Notes		6
2.4. Market for the Notes		7
2.5. Ranking		8
3. Procedures to Be Followed by Holders Electing to Tender Notes for Repurchase		8
3.1. Method and Timing of Delivery		8
3.2. Delivery of Notes		8
3.3. Agreement to be Bound by the Terms of the Offer		9
4. Right of Withdrawal		10
5. Payment for Tendered Notes		10
6. Notes Acquired		11
7. Interests of Directors, Executive Officers and Affiliates of the Company in the Notes		11
8. Purchases of Notes by the Company and Its Affiliates		11
9. Source and Amount of Funds		11
10. Conditions of the Offer		11
11. Material United States Tax Considerations		11
12. Additional Information		14
13. No Solicitations		15
14. Definitions		15
15. Conflicts		15
EXHIBIT A – FORM OF REPURCHASE NOTICE		A-1

These excerpts taken from the EYE 10-K filed Feb 24, 2009.

TABLE OF CONTENTS


		Page
ARTICLE I - INTRODUCTION		1

1.1	Plan Purpose	1
1.2	Effective Date of Plan	1
1.3	Applicability of Code Section 409A	1
1.4	Applicability of ERISA	1
1.5	Predecessor Plan	1

ARTICLE II – DEFINITIONS		2

2.1	AMO 401(k) Plan	2
2.2	Annual Deferral	2
2.3	Base Salary	2
2.4	Beneficiary	2
2.5	Board; Board of Directors	2
2.6	Bonuses	2
2.7	Code	2
2.8	Committee	2
2.9	Company	2
2.10	Credited Service	2
2.11	Death Benefit	2
2.12	Deferral Accounts	3
2.13	Deferral Election	3
2.14	Disability	3
2.15	Effective Date	3
2.16	Eligible Employee	3
2.17	ERISA	3
2.18	Enrollment Forms	3
2.19	Financial Hardship Withdrawal	3
2.20	Fund Rate	4
2.21	Open Enrollment Period	4
2.22	Participant	4
2.23	Plan	4
2.24	Plan Entry Date	4
2.25	Plan Year	4
2.26	Predecessor Plan	4
2.28	Retirement Benefit	4
2.28	Retirement Date	4
2.29	Scheduled In-Service Withdrawal	4
2.30	Specified Employee	4

TABLE OF CONTENTS


		Page
PART I

Item 1.	Business	3
Item 1A.	Risk Factors	16
Item 1B.	Unresolved Staff Comments	30
Item 2.	Properties	30
Item 3.	Legal Proceedings	30
Item 4.	Submission of Matters to a Vote of Security Holders	31

PART II

Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	31
Item 6.	Selected Financial Data	33
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	34
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	54
Item 8.	Financial Statements and Supplementary Data	57
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	110
Item 9A.	Controls and Procedures	110
Item 9B.	Other Information	110

PART III

Item 10.	Directors, Executive Officers and Corporate Governance	111
Item 11.	Executive Compensation	119
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	146
Item 13.	Certain Relationships and Related Transactions, and Director Independence	150
Item 14.	Principal Accounting Fees and Services	151

PART IV

Item 15.	Exhibits, Financial Statement Schedules	153

SIGNATURES		154
INDEX OF EXHIBITS		156
SCHEDULE II		162
EXHIBITS	(Attached to this Report on Form 10-K)

TABLE OF CONTENTS

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		Page
PART I

Item 1.	Business	3
Item 1A.	Risk Factors	16
Item 1B.	Unresolved Staff Comments	30
Item 2.	Properties	30
Item 3.	Legal Proceedings	30
Item 4.	Submission of Matters to a Vote of Security Holders	31

PART II

Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	31
Item 6.	Selected Financial Data	33
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	34
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	54
Item 8.	Financial Statements and Supplementary Data	57
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	110
Item 9A.	Controls and Procedures	110
Item 9B.	Other Information	110

PART III

Item 10.	Directors, Executive Officers and Corporate Governance	111
Item 11.	Executive Compensation	119
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	146
Item 13.	Certain Relationships and Related Transactions, and Director Independence	150
Item 14.	Principal Accounting Fees and Services	151

PART IV

Item 15.	Exhibits, Financial Statement Schedules	153

SIGNATURES		154
INDEX OF EXHIBITS		156
SCHEDULE II		162
EXHIBITS	(Attached to this Report on Form 10-K)

TABLE OF CONTENTS

STYLE="font-size:12px;margin-top:0px;margin-bottom:0px">


		Page
PART I

Item 1.	Business	3
Item 1A.	Risk Factors	16
Item 1B.	Unresolved Staff Comments	30
Item 2.	Properties	30
Item 3.	Legal Proceedings	30
Item 4.	Submission of Matters to a Vote of Security Holders	31

PART II

Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	31
Item 6.	Selected Financial Data	33
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	34
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	54
Item 8.	Financial Statements and Supplementary Data	57
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	110
Item 9A.	Controls and Procedures	110
Item 9B.	Other Information	110

PART III

Item 10.	Directors, Executive Officers and Corporate Governance	111
Item 11.	Executive Compensation	119
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	146
Item 13.	Certain Relationships and Related Transactions, and Director Independence	150
Item 14.	Principal Accounting Fees and Services	151

PART IV

Item 15.	Exhibits, Financial Statement Schedules	153

SIGNATURES		154
INDEX OF EXHIBITS		156
SCHEDULE II		162
EXHIBITS	(Attached to this Report on Form 10-K)

This excerpt taken from the EYE DEF 14A filed Apr 25, 2008.

TABLE OF CONTENTS


		Page
General Information		1

Election of Directors (Proposal 1)		3

Corporate Governance		11
• Corporate Governance Guidelines		11
• Director Independence		11
• Certain Relationships and Related Transactions		11
• Committees of the Board of Directors		12

Ratification of Appointment of Independent Registered Public Accounting Firm (Proposal 2)		16

Re-approval of the Advanced Medical Optics, Inc. 2002 Bonus Plan (Proposal 3)		18

Approval of 2004 Stock Incentive Plan (Proposal 4)		20

Ownership of Our Stock		26

Executive Officers		30
• Executive Compensation		32
• Compensation Committee Interlocks and Insider Participation		59
• Equity Compensation Plans Approved by Stockholders		59

Report of the Audit and Finance Committee		61

Additional Information		62

These excerpts taken from the EYE 10-K filed Mar 3, 2008.

TABLE OF CONTENTS


		Page
PART I

Item 1.	Business	3
Item 1A.	Risk Factors	16
Item 1B.	Unresolved Staff Comments	28
Item 2.	Properties	28
Item 3.	Legal Proceedings	28
Item 4.	Submission of Matters to a Vote of Security Holders	29

PART II

Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	29
Item 6.	Selected Financial Data	31
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	32
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	46
Item 8.	Financial Statements and Supplementary Data	49
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	96
Item 9A.	Controls and Procedures	96
Item 9B.	Other Information	96

PART III

Item 10.	Directors, Executive Officers and Corporate Governance	97
Item 11.	Executive Compensation	97
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	97
Item 13.	Certain Relationships and Related Transactions, and Director Independence	97
Item 14.	Principal Accounting Fees and Services	97

PART IV

Item 15.	Exhibits, Financial Statement Schedules	98

SIGNATURES		99
INDEX OF EXHIBITS		100
SCHEDULE II		106
EXHIBITS	(Attached to this Report on Form 10-K)

TABLE OF CONTENTS


		Page
PART I

Item 1.	Business	3
Item 1A.	Risk Factors	16
Item 1B.	Unresolved Staff Comments	28
Item 2.	Properties	28
Item 3.	Legal Proceedings	28
Item 4.	Submission of Matters to a Vote of Security Holders	29

PART II

Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	29
Item 6.	Selected Financial Data	31
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	32
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	46
Item 8.	Financial Statements and Supplementary Data	49
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	96
Item 9A.	Controls and Procedures	96
Item 9B.	Other Information	96

PART III

Item 10.	Directors, Executive Officers and Corporate Governance	97
Item 11.	Executive Compensation	97
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	97
Item 13.	Certain Relationships and Related Transactions, and Director Independence	97
Item 14.	Principal Accounting Fees and Services	97

PART IV

Item 15.	Exhibits, Financial Statement Schedules	98

SIGNATURES		99
INDEX OF EXHIBITS		100
SCHEDULE II		106
EXHIBITS	(Attached to this Report on Form 10-K)

EXCERPTS ON THIS PAGE:

8-K (3 sections)	Feb 27, 2009

10-K (4 sections)	Feb 24, 2009

DEF 14A	Apr 25, 2008

10-K (2 sections)	Mar 3, 2008

Advanced Medical Optics (EYE)

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