Quest Diagnostics 2005 Annual Report Download - page 55

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Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholders’
Matters
The information called for by this Item is incorporated by reference to the information under the caption
“Stock Ownership Information’’ and “Additional Information Regarding Executive Compensation – Equity
Compensation Plan Information’’ appearing in the Proxy Statement.
Item 13. Certain Relationships and Related Transactions
The information called for by this Item is incorporated by reference to the information under the caption
“Information About Our Corporate Governance – Related Transactions’’ appearing in the Proxy Statement.
Item 14. Principal Accounting Fees and Services
The information called for by this Item is incorporated by reference to the information under the caption
“Ratification of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accounting Firm
for 2006’’ appearing in the Proxy Statement.
PART IV
Item 15. Exhibits, Financial Statement Schedules
(a) Documents filed as part of this report:
1. Index to financial statements and supplementary data filed as part of this report:
Item Page
Report of Independent Registered Public Accounting Firm .................. F-1
Consolidated Balance Sheets .............................................. F-3
Consolidated Statements of Operations .................................... F-4
Consolidated Statements of Cash Flows ................................... F-5
Consolidated Statements of Stockholders’ Equity ........................... F-6
Notes to Consolidated Financial Statements ................................ F-7
Supplementary Data: Quarterly Operating Results (unaudited) ............... F-37
2. Financial Statement Schedule:
Item Page
Schedule II – Valuation Accounts and Reserves ............................ F-38
3. Exhibits filed as part of this report:
See (b) below.
(b) Exhibits filed as part of this report:
Exhibit
Number Description
3.1 Restated Certificate of Incorporation (filed as an Exhibit to the Company’s current report on
Form 8-K (Date of Report: May 31, 2001) and incorporated herein by reference)
3.2 Amended and Restated By-Laws of the Registrant (filed as an Exhibit to the Company’s 2000
annual report on Form 10-K and incorporated herein by reference)
4.1 Form of Rights Agreement dated December 31, 1996 (the “Rights Agreement’’) between Corning
Clinical Laboratories Inc. and Harris Trust and Savings Bank as Rights Agent (filed as an
Exhibit to the Company’s Registration Statement on Form 10 (File No. 001-12215) and
incorporated herein by reference)
4.2 Form of Amendment No. 1 effective as of July 1, 1999 to the Rights Agreement (filed as an
Exhibit to the Company’s current report on Form 8-K (Date of Report: August 16, 1999) and
incorporated herein by reference)
4.3 Form of Amendment No. 2 to the Rights Agreement (filed as an Exhibit to the Company’s 1999
annual report on Form 10-K and incorporated herein by reference)
4.4 Form of Amendment No. 3 to the Rights Agreement (filed as an Exhibit to the Company’s 2000
annual report on Form 10-K and incorporated herein by reference)
38