Obligation Pfitzer 5.35% ( US717081DA89 ) en USD

Pfitzer

100 % ⇌

Etas-Unis

US717081DA89 ( en USD )

5.35% par an ( paiement semestriel )

15/03/2015 - Obligation échue

Prospectus brochure de l'obligation Pfizer US717081DA89 en USD 5.35%, échue

2 000 USD

3 000 000 000 USD

717081DA8

NR

NR

Pfizer est une entreprise biopharmaceutique multinationale américaine qui développe, fabrique et commercialise des médicaments et des vaccins.

L'Obligation émise par Pfitzer ( Etas-Unis ) , en USD, avec le code ISIN US717081DA89, paye un coupon de 5.35% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 15/03/2015

L'Obligation émise par Pfitzer ( Etas-Unis ) , en USD, avec le code ISIN US717081DA89, a été notée NR par l'agence de notation Moody's.

L'Obligation émise par Pfitzer ( Etas-Unis ) , en USD, avec le code ISIN US717081DA89, a été notée NR par l'agence de notation Standard & Poor's ( S&P ).

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424B5 1 y75302b5e424b5.htm FILED PURSUANT TO RULE 424(B)(5)
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Table of Contents
Filed Pursuant to Rule 424(b)(5)
Registration No. 333-141729

CALCULATION OF REGISTRATION FEE

Title of Each Class of

Maximum Aggregate

Amount of
Securities to be Registered

Offering Price

Registration Fee
753,300
Senior Debt Securities of Pfizer

$ 13,500,000,000

$
(1 )

(1) The registration fee of $753,300 is calculated in accordance with Rule 457(r) of the Securities Act of 1933,
as amended.
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Table of Contents
PROSPECTUS SUPPLEMENT
(To Prospectus dated March 30, 2007)

Pfizer Inc.
$1,250,000,000 FLOATING RATE NOTES DUE 2011
$3,500,000,000 4.45% NOTES DUE 2012
$3,000,000,000 5.35% NOTES DUE 2015
$3,250,000,000 6.20% NOTES DUE 2019
$2,500,000,000 7.20% NOTES DUE 2039
The floating rate notes will mature on March 15, 2011, the 2012 notes will mature on March 15, 2012, the 2015 notes will
mature on March 15, 2015, the 2019 notes will mature on March 15, 2019, and the 2039 notes will mature on March 15, 2039.
We refer to the 2012 notes, the 2015 notes, the 2019 notes and the 2039 notes collectively as the fixed rate notes, and the fixed
rate notes and the floating rate notes collectively as the notes. The notes will be our senior unsecured debt obligations and will
not have the benefit of any sinking fund. Interest on the floating rate notes will be payable quarterly in arrears on March 15,
June 15, September 15 and December 15 of each year, beginning on June 15, 2009. Interest on the fixed rate notes will be
payable semi-annually in arrears on March 15 and September 15 of each year, beginning on September 15, 2009. The fixed
rate notes of each series are redeemable in whole or in part at our option as set forth in this prospectus supplement.
Investing in the notes involves risks. See "Forward Looking Information and Risk Factors" on page S-3 of this prospectus
supplement and "Risk Factors" on page 14 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2008.
Neither the U.S. Securities and Exchange Commission (the "SEC") nor any other securities regulator has approved or
disapproved these securities, or determined if this prospectus supplement or the accompanying prospectus is truthful
or complete. Any representation to the contrary is a criminal offense.

Public Offering
Underwriting

Price(1)

Discount

Per Floating Rate Note

100 %
0.250 %
Total
$ 1,250,000,000 $ 3,125,000
Per 2012 Note

99.863 %
0.300 %
Total
$ 3,495,205,000 $ 10,500,000
Per 2015 Note

99.875 %
0.350 %
Total
$ 2,996,250,000 $ 10,500,000
Per 2019 Note

99.899 %
0.450 %
Total
$ 3,246,717,500 $ 14,625,000
Per 2039 Note

99.942 %
0.875 %
Total
$ 2,498,550,000 $ 21,875,000

(1) Plus accrued interest from March 24, 2009, if settlement occurs after that date.

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The underwriters expect to deliver the notes through the facilities of The Depository Trust Company for the accounts of its
direct participants, including Clearstream Banking, Société Anonyme and the Euroclear Bank S.A./N.V., against payment in
New York, New York on or about March 24, 2009.

Joint Book-Running Managers
Banc of America Securities LLC

Barclays Capital

Citi

Goldman, Sachs & Co.

J.
P. Morgan
Credit
Suisse

Deutsche Bank
Securities

RBS Greenwich
Capital

HSBC

Mitsubishi UFJ
Securities

UBS Investment
Bank

Santander
Investment

Co-Managers

Daiwa Securities America
MIZUHO SECURITIES
Banca IMI
Inc.
Mediobanca -- S.p.A.
USA INC.

RBC Capital Markets
Loop Capital
The Williams Capital
Scotia Capital SOCIETE GENERALE
Markets, LLC

Ramirez & Co., Inc.

Group, L.P.

March 17, 2009
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TABLE OF CONTENTS

Prospectus Supplement

Page

Forward Looking Information and Risk Factors
S-3
Ratio of Earnings to Fixed Charges
S-4
Use of Proceeds
S-5
Description of Notes
S-6
Certain Material United States Federal Income Tax Consequences
S-
16
Underwriting
S-
19
Legal Matters
S-
23
Experts
S-
23
Where You Can Find More Information
S-
23
Incorporation of Certain Documents by Reference
S-
23

Prospectus
About This Prospectus
ii
The Company

1
Ratio of Earnings to Fixed Charges

1
Use of Proceeds

1
Description of Debt Securities

1
Description of Capital Stock

6
Description of Other Securities

7
Plan of Distribution

7
Validity of Securities

8
Experts

8
Where You Can Find More Information

8
Incorporation of Certain Documents by Reference

9
You should rely only on the information contained or incorporated by reference in this prospectus
supplement and the accompanying prospectus. No person is authorized to give any information or to
make any representations other than those contained or incorporated by reference in this prospectus
supplement or the accompanying prospectus. If anyone provides you with different or inconsistent
information, you should not rely on it. This prospectus supplement and the accompanying prospectus
are not an offer to sell or buy any securities in any jurisdiction where it is unlawful. Neither the delivery
of this prospectus supplement or the accompanying prospectus, nor any sale of notes made under these
documents, will, under any circumstances, create any implication that there has been no change in our
affairs since the date of this prospectus supplement or the accompanying prospectus or that the
information contained or incorporated by reference is correct as of any time subsequent to the date of
such information. Our business, financial condition, results of operation and prospects may have
changed since those dates.

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References in this prospectus supplement to "Pfizer," "we," "us" and "our" are to Pfizer Inc. and its
consolidated subsidiaries unless otherwise stated or the context so requires.
S-2
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Table of Contents

FORWARD LOOKING INFORMATION AND RISK FACTORS
The information contained in this prospectus supplement is accurate only as of the date hereof, and will not be
updated as a result of new information or future events or developments.
This prospectus supplement and the accompanying prospectus contain some forward-looking statements that
set forth anticipated results based on management's plans and assumptions. From time to time, we also
provide forward-looking statements in other materials we release to the public, as well as oral forward-
looking statements. Such statements give our current expectations or forecasts of future events; they do not
relate strictly to historical or current facts. We have tried, wherever possible, to identify such statements by
using words such as "anticipate," "estimate," "expect," "project," "intend," "plan," "believe," "will," "target",
"forecast" and similar expressions in connection with any discussion of future operating or financial
performance or business plans or prospects. In particular, these include statements relating to future actions,
business plans and prospects, prospective products or product approvals, future performance or results of
current and anticipated products, sales efforts, expenses, interest rates, foreign exchange rates, the outcome of
contingencies, such as legal proceedings, and financial results.
We cannot guarantee that any forward-looking statement will be realized. Achievement of future results is
subject to risks, uncertainties and potentially inaccurate assumptions. Should known or unknown risks or
uncertainties materialize, or should underlying assumptions prove inaccurate, actual results could differ
materially from past results and those anticipated, estimated or projected. You should bear this in mind as you
consider forward-looking statements.
We undertake no obligation to publicly update forward-looking statements, whether as a result of new
information, future events or otherwise. You are advised, however, to consult any further disclosures we make
on related subjects in our Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the
SEC. Also note that we provide cautionary discussion of risks, uncertainties and possibly inaccurate
assumptions relevant to our businesses in our Annual Report on Form 10-K for the fiscal year ended
December 31, 2008. These are factors that, individually or in the aggregate, may cause our actual results to
differ materially from expected and historical results. We note these factors for investors as permitted by the
Private Securities Litigation Reform Act of 1995. You should understand that it is not possible to predict or
identify all such factors. Consequently, you should not consider those factors to be a complete discussion of
all potential risks or uncertainties.

Risks Related to this Offering
There are no trading markets for the notes, which could limit their market prices or your ability to sell
them. The notes are new issues of debt securities, which will not be listed on any securities exchange and for
which there currently are no trading markets. As a result, we cannot provide any assurances that any markets
will develop for the notes or that you will be able to sell your notes. If any of the notes are traded after their
initial issuance, they may trade at discounts from their initial offering prices. Future trading prices of the notes
will depend on many factors, including prevailing interest rates, the markets for similar securities, general
economic conditions and our financial condition, performance and prospects. Accordingly, you may be
required to bear the financial risk of an investment in the notes for an indefinite period of time.
The notes are unsecured and will be effectively junior to secured indebtedness that we may incur in the
future. The notes will be unsecured unsubordinated debt of Pfizer. Holders of any secured debt that we may
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incur in the future may foreclose on the assets securing such debt, reducing the cash flow from the foreclosed
property available for payment of unsecured debt, including the notes. Holders of secured debt also would
have priority over unsecured creditors in the event of our bankruptcy, liquidation or similar proceeding. As a
result, the notes will be effectively junior to any secured debt that we may issue in the future.
After the completion of this offering, under the circumstances described in this prospectus supplement, the
notes may have the benefit of a guarantee by one or several subsidiaries of Pfizer. Federal and state
statutes allow courts, under specific circumstances, to void subsidiary guarantees and require noteholders
to return payments received from any guarantor. After the completion of this offering, under the
circumstances described under "Description of Notes -- Certain Covenants" in this prospectus supplement,
one or more of
S-3
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our subsidiaries will, if such circumstances are met, guarantee the full and unconditional payment of all of
Pfizer's obligations under the notes. Although we cannot assure you that such a guarantee will ever be entered
into, you should note that under U.S. federal bankruptcy law or comparable provisions of state fraudulent
transfer law, a subsidiary's guarantee of obligations of its parent could be voided, or claims in respect of that
guarantee could be subordinated to the other debts of the subsidiary guarantor, if, among other things, such
subsidiary guarantor, at the time it incurred the obligation evidenced by its guarantee (a) received less than
reasonably equivalent value or fair consideration therefor and (b) either (i) was insolvent or rendered insolvent
by reason of such occurrence, (ii) was engaged in a business or transaction for which its assets constituted
unreasonably small capital or (iii) intended to incur, or believed that it would incur, debts beyond its ability to
pay such debts as they mature. In that case, under applicable U.S. federal bankruptcy law or state fraudulent
transfer law, the payment of amounts by a subsidiary guarantor pursuant to its guarantee could be voided and
required to be returned to it, or to a fund for its benefit.
The measures of insolvency for purposes of the foregoing considerations will vary depending upon the law
applied in any proceeding with respect to the foregoing. Generally, however, a subsidiary guarantor would be
considered insolvent if (a) the sum of its debts, including contingent liabilities, were greater than the saleable
value of its assets, all at a fair valuation, (b) the present fair saleable value of its assets were less than the
amount that would be required to pay its probable liability on its existing debts, including contingent
liabilities, as they become absolute and mature or (c) it could not pay its debts as they become due. To the
extent a guarantee is voided as a fraudulent conveyance or held unenforceable for any other reason, the
holders of the notes would not have any claim against a subsidiary guarantor and would be creditors solely of
us.
This offering is not conditioned upon the closing of the Wyeth acquisition. As previously disclosed, on
January 26, 2009, we announced that we had entered into a definitive merger agreement under which we will
acquire Wyeth in a cash-and-stock transaction valued on that date at $50.19 per share, or a total of $68 billion.
We expect the transaction to close at the end of the third quarter or during the fourth quarter of 2009, subject
to regulatory approvals, a stockholder vote and customary closing conditions. This offering is not conditioned
on the closing of the Wyeth acquisition and is not subject to an escrow arrangement or a mandatory
redemption feature in the event that the Wyeth acquisition is not consummated.
Financial and other information related to the Wyeth acquisition has not been reviewed by the SEC. On
March 13, 2009, we filed a Current Report on Form 8-K that includes historical financial information of
Wyeth and unaudited pro forma financial information that gives effect, as described therein, to the Wyeth
acquisition. In connection with the Wyeth acquisition, we also plan to file a Registration Statement on Form S-
4 that will include such information and other important information about the acquisition. The historical
financial information, unaudited pro forma financial information and disclosures regarding the Wyeth
acquisition have not been reviewed by the SEC. In connection with any review by the SEC of the Form 8-K or
other SEC filings related to the Wyeth acquisition, we may be required to make changes to the information
included therein.

RATIO OF EARNINGS TO FIXED CHARGES
Our consolidated ratio of earnings to fixed charges for each of the fiscal years ended December 31, 2004
through 2008 are set forth below. For the purpose of computing these ratios, "earnings" consist of income
from continuing operations before provision for taxes on income, minority interests and cumulative effect of a
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change in accounting principle less minority interests and less undistributed earnings (losses) of
unconsolidated subsidiaries adjusted for fixed charges, excluding capitalized interest. "Fixed charges" consist
of interest expense, (which includes amortization of debt discount and expenses), capitalized interest and, one-
third of rental expense which we believe to be a conservative estimate of an interest factor in our leases. It is
not practicable to calculate the interest factor in a material portion of our leases. The ratio was calculated by
dividing the sum of the fixed charges into the sum of the earnings from continuing operations before taxes and
fixed charges.

Year Ended December 31,

2008 2007 2006 2005 2004

Ratio of earnings to fixed charges
14.9x 16.7x 20.4x 17.9x 26.9x
S-4
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