Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b) Resignation of Director. On February 6, 2009, Dr. Johnnetta B. Cole informed
Merck & Co., Inc. ("Merck") of her intention to resign from the Merck Board of
Directors effective March 1, 2009. Dr. Cole will take over as Director of the
Smithsonian's National Museum of African Art on March 2, 2009, and the policies
of the Smithsonian prohibit her from serving as a director of a public company.
Dr. Cole would have retired from the Board at the April 28, 2009 Annual Meeting
of Stockholders in accordance with the retirement policy for the Board of
Directors.
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