Item 8.01 Other Events.

In the antitrust class actions consolidated in the U.S. District Court for the District of New Jersey under the caption "In re Hypodermic Products Antitrust Litigation," on June 5, 2012, the U.S. Court of Appeals for the Third Circuit reversed a decision of the District Court and ruled that the distributor plaintiffs, not the hospital plaintiffs, are direct purchasers entitled to pursue damages under the federal antitrust laws for certain sales of BD products. The previously reported settlement agreement entered into on April 27, 2009, by Becton, Dickinson and Company ("BD") and certain purchaser plaintiffs (including BD's distributors) was contingent on a ruling that the distributor plaintiffs are the direct purchasers entitled to pursue damages. The agreement provided for, among other things, the payment by BD of $45 million in exchange for a release by all potential class members of the direct purchaser claims under federal antitrust laws related to the products and acts enumerated in the complaint, and a dismissal of the case with prejudice, insofar as it relates to direct purchaser claims. The release would not cover potential class members that affirmatively opt out of the settlement. The settlement agreement remains in effect, subject to certain termination provisions, and must be approved by the district court.

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