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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 14D-9
SOLICITATION/RECOMMENDATION STATEMENT
PURSUANT TO SECTION 14(d)(4) OF THE
SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 15)
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NEIGHBORCARE, INC.
(Name of Subject Company)
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NEIGHBORCARE, INC.
(Name of Person(s) Filing Statement)
Common Stock, Par Value $0.02 Per Share
(including the Associated Series B Junior
Participating Preferred Stock Purchase Rights)
(Title of Class of Securities)
64015Y-10-4
(CUSIP Number of Class of Securities)
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John F. Gaither, Esq.
Senior Vice President, General Counsel and Secretary
NeighborCare, Inc.
601 East Pratt Street, 3rd Floor
Baltimore, MD 21202
(410) 528-7404
(Name, Address and Telephone Number of Person Authorized to Receive Notice
and Communications on Behalf of the Person(s) Filing Statement)
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With copies to:
Mark Gordon, Esq.
Wachtell, Lipton, Rosen & Katz
51 West 52nd Street
New York, New York 10019
(212) 403-1000
[ ] Check the box if the filing relates solely to preliminary communications
made before the commencement of a tender offer.
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The purpose of this amendment is to add additional Exhibits to Item 9 in the
Solicitation/Recommendation Statement on Schedule 14D-9 previously filed by
NeighborCare, Inc., a Pennsylvania corporation, on June 14, 2004, as thereafter
amended, and to revise the Exhibit Index accordingly.
ITEM 9. EXHIBITS.
Exhibit No. Description
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(a)(29) Press Release, dated June 16, 2005
(a)(30) Letter, dated June 16, 2005, to NeighborCare employees
(a)(31) Letter, dated June 16, 2005, to NeighborCare customers
SIGNATURE
After due inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this amendment is true, complete and
correct.
NEIGHBORCARE, INC.
By: /s/ John F. Gaither, Jr.
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John F. Gaither, Jr.
Senior Vice President,
General Counsel and Secretary
Dated: June 16, 2005
INDEX OF EXHIBITS
Exhibit No. Description
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(a)(29) Press Release, dated June 16, 2005
(a)(30) Letter, dated June 16, 2005, to NeighborCare employees
(a)(31) Letter, dated June 16, 2005, to NeighborCare customers