SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 23, 2002 --------------- BECTON, DICKINSON AND COMPANY ------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) New Jersey 001-4802 22-0760120 ------------------------------------------------------------------------------- (State or other juris- (Commission (IRS Employer Iden- diction of incorporation) File Number) tification Number) 1 Becton Drive, Franklin Lakes, New Jersey 07417-1880 ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (201) 847-6800 -------------- N/A ------------------------------------------------------------------------------- (Former name or former addresses if changed since last report.) Item 9. REGULATION FD DISCLOSURE The following statement is being furnished by the Company under the provisions of Regulation FD: On August 23, 2002, AorTech International plc announced that it would not proceed with the acquisition of the critical care product line of BD (Becton, Dickinson and Company). BD will, therefore, continue to manage and support the critical care product line and, accordingly, will not incur the loss on sale previously described in its fiscal 2002 third quarter earnings release and Form 10-Q for the quarter ended June 30, 2002. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. BECTON, DICKINSON AND COMPANY (Registrant) By: /s/ Gary DeFazio ---------------------------- Gary DeFazio Assistant Secretary Date: August 23, 2002 - 2 -