SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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 12, 2002
PHARMACIA CORPORATION
(Exact Name of Registrant as Specified in its Charter)
Delaware 1-2516 43-0420020
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
100 Route 206 North, Peapack, New Jersey 07977
(Address of Principal Executive Office) (Zip Code)
908-901-8000
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(Registrant's telephone number, including area code)
N/A
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(Former Name or Former Address, if Changed Since Last Report)
ITEM 9. REGULATION FD DISCLOSURE.
(a) On August 13, 2002, Fred Hassan, Principal Executive Officer, and
Christopher J. Coughlin, Principal Financial Officer, of Pharmacia Corporation
(NYSE: PHA) ("Pharmacia"), submitted sworn statements to the Securities and
Exchange Commission, pursuant to Section 21(a)(1) of the Securities Exchange Act
of 1934 (Order No. 4-460, issued June 27, 2002). A copy of each statement is
attached to this Form 8-K and furnished herewith, pursuant to Item 9, as Exhibit
99.1 and Exhibit 99.2.
(b) On August 13, 2002, in connection with the filing of Pharmacia's
quarterly report on Form 10-Q for the quarter ended June 30, 2002, the Principal
Executive Officer and Principal Financial Officer of Pharmacia submitted sworn
statements to the Securities and Exchange Commission pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002. A copy of each statement is attached to this
Form 8-K and furnished herewith, pursuant to Item 9, as Exhibit 99.3 and Exhibit
99.4.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
Exhibit No. Description
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99.1 Statement under Oath of Principal Executive Officer, dated August 12,
2002, pursuant to Section 21(a)(1) of the Securities Exchange Act of 1934
(Order No. 4-460) (filed herewith).
99.2 Statement under Oath of Principal Financial Officer, dated August 12,
2002, pursuant to Section 21(a)(1) of the Securities Exchange Act of 1934
(Order No. 4-460) (filed herewith).
99.3 Certification of Principal Executive Officer, dated August 12, 2002,
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith).
99.4 Certification of Principal Financial Officer, dated August 12, 2002,
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith).
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SIGNATURE
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.
PHARMACIA CORPORATION
Date: August 13, 2002 By: /s/ Don W. Schmitz
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Don W. Schmitz
Vice President and Secretary
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EXHIBIT INDEX
Exhibit No. Description
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99.1 Statement under Oath of Principal Executive Officer, dated August 12,
2002, pursuant to Section 21(a)(1) of the Securities Exchange Act of 1934
(Order No. 4-460) (filed herewith).
99.2 Statement under Oath of Principal Financial Officer, dated August 12,
2002, pursuant to Section 21(a)(1) of the Securities Exchange Act of 1934
(Order No. 4-460) (filed herewith).
99.3 Certification of Principal Executive Officer, dated August 12, 2002,
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith).
99.4 Certification of Principal Financial Officer, dated August 12, 2002,
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith).
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