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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934

May 4, 2005
Date of Report (Date of earliest event reported)

AMGEN INC.

(Exact name of registrant as specified in its charter)
         
Delaware
(State or other jurisdiction
of incorporation or organization) 		  000-12477
(Commission
File Number) 		  95-3540776
(I.R.S. Employer
Identification Number)
     
Amgen Inc.
One Amgen Center Drive
Thousand Oaks, CA
(Address of principal executive offices) 		  91320-1799
(Zip Code)

805-447-1000
(Registrant’s telephone number, including area code)

N/A
(Former name or former address, if changed since last report)

Check the appropriate box if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

þ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR2 40.13e-4(c))

 
 

 

 

Item 8.01. Other Events.

Attached and incorporated herein by reference as Exhibit 99.1 is a copy of a press release dated May 4, 2005 announcing a one-day extension of Amgen Inc.’s exchange offer under which it is offering to exchange new Zero Coupon Convertible Notes due 2032 for all of its currently outstanding Liquid Yield Option Notes due 2032.

Item 9.01. Financial Statements and Exhibits.

     
Exhibit No.   Description
 
    
99.1
  Press release dated May 4, 2005 announcing a one-day extension of Amgen Inc.’s exchange offer under which it is offering to exchange new Zero Coupon Convertible Notes due 2032 for all of its currently outstanding Liquid Yield Option Notes due 2032.
 
    

 

 

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

         
  AMGEN INC.
 		  
Date: May 5, 2005  By:   /s/ Steven J. Schoch    
    Name:   Steven J. Schoch   
    Title:   Vice President, Finance and Controller  

 

 

         

EXHIBIT INDEX

     
Exhibit    
Number   Document Description
 
    
99.1
  Press release dated May 4, 2005 announcing a one-day extension of Amgen Inc.’s exchange offer under which it is offering to exchange new Zero Coupon Convertible Notes due 2032 for all of its currently outstanding Liquid Yield Option Notes due 2032.