content: <PAGE>
  
  
  
                As filed with the Securities and Exchange Commission
                                on December 23, 1998
  
  
                         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
  
                                  December 23, 1998
                                  (Date of Report)
  
                              BALLARD MEDICAL PRODUCTS
                             (Exact name of registrant 
                            as specified in its charter)
  
                                       1-12318
                              (Commission file number)
  
                                        UTAH
                   (State or other jurisdiction of incorporation 
                                  or organization)
  
                                     87-0340144
                        (I.R.S. Employer Identification No.)  
                      
  
                   12050 Lone Peak Parkway, Draper, Utah  84020  
                               (Address and Zip Code 
                           of principal executive offices)
  
                                   (801) 572-6800
                          (Registrant's telephone number, 
                                including area code) 
  
  
   
  
  
  
  
  
  
  
  
  
  
                                           1<PAGE>
            ITEM 5.  OTHER EVENTS
  
                 Set forth below is  the text of a press  release issued
            by the Company December 23, 1998:
  
                 "On December 23, 1998 the Company announced that it has
            entered into  a definitive  merger agreement with  Kimberly-
            Clark Corporation.  Under the terms of the merger agreement,
            Ballard  shareholders will  receive  $25 for  each share  of
            Ballard common stock, payable  in Kimberly-Clark stock.  The
            Kimberly-Clark shares  to be delivered will  be valued based
            upon the average closing  price of Kimberly-Clark stock over
            a period of ten days  ending five days prior to the  date of  
            closing.  The transaction  was unanimously approved today by
            the  boards of  directors  of  both  companies.    Based  on
            Ballard's  approximate 30.5 million  shares outstanding, the
            transaction has an equity value of $764 million.  
  
                 The  transaction, which  is expected  to be  a tax-free
            exchange for  Ballard  shareholders, is  anticipated  to  be
            completed  in   early  1999   and  is  subject   to  certain
            conditions, including regulatory clearances and  approval by
            Ballard shareholders.  Dale  H. Ballard, Chairman, President
            and  CEO of Ballard Medical,  has agreed to  vote his equity
            interest in the  Company in  favor of the  transaction.   In
            connection with  the merger  agreement, the Company  granted
            Kimberly-Clark  an  option  to  acquire  19.9%   of  Ballard
            Medical's outstanding stock under certain circumstances.  In
            addition, under certain circumstances,  Kimberly-Clark would
            be paid a cash termination fee by the Company.
  
                 "We believe  this merger will bring  excellent value to
            our shareholders, both  in the  short term and  in the  long
            term,"  said Mr.  Ballard.   "We  are  very excited  at  the
            prospect  of Ballard  joining forces  with the  Professional
            Health Care  sector of Kimberly-Clark.   Combining Kimberly-
            Clark's resources  and product lines with  those of Ballard,
            we will have a  very strong platform from which  to continue
            to grow both domestically and internationally."
  
                 Ballard  reported  sales  for  its  fiscal year  ending
            September  30,  1998  of  $150,062,671 with  net  income  of
            $32,013,520.   Kimberly-Clark  reported sales  of  $12,546.6
            million for its fiscal  year ending December 31,  1997, with
            net income of $901.5 million.
  
                 All statements in this  Form 8-K, other than statements
            of  historical  fact,  are forward-looking  statements  that
            involve  known   and   unknown  risks   and   uncertainties.
            Accordingly, investors are  cautioned against putting  undue
            reliance on  any such  statements, as  no  assurance can  be
            given that the  assumptions underlying such  statements will
            prove  to  have been  correct.   As  stated, closing  on the
            proposed merger is subject  to a number of conditions.   The
            Company  disclaims any obligation  to announce  publicly the
            results of  any revisions to any  forward-looking statements
            herein to reflect future events or developments."  
  
                                          2<PAGE>
                                      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.
  
                                          BALLARD MEDICAL PRODUCTS
  
            Dated:  December 23, 1998     By:  Dale H. Ballard, President
metadata_documents: [{"type": "8-K", "sequence": "1", "secsgml_size_bytes": 5462}]
metadata_filer: {"company-data": {"conformed-name": "BALLARD MEDICAL PRODUCTS", "cik": "0000723534", "assigned-sic": "3841", "irs-number": "870340144", "state-of-incorporation": "UT", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-12318", "film-number": "98774587"}, "business-address": {"street1": "12050 LONE PEAK PKWY", "city": "DRAPER", "state": "UT", "zip": "84020", "phone": "8015726800"}, "mail-address": {"street1": "12050 LONE PEAK PKWY", "street2": "12050 LONE PEAK PKWY", "city": "DRAPER", "state": "UT", "zip": "84020"}}
text: As filed with the Securities and Exchange Commission
                                on December 23, 1998
  
                         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
  
                                  December 23, 1998
                                  (Date of Report)
  
                              BALLARD MEDICAL PRODUCTS
                             (Exact name of registrant 
                            as specified in its charter)
  
                                       1-12318
                              (Commission file number)
  
                                        UTAH
                   (State or other jurisdiction of incorporation 
                                  or organization)
  
                                     87-0340144
                        (I.R.S. Employer Identification No.)  
                      
  
                   12050 Lone Peak Parkway, Draper, Utah  84020  
                               (Address and Zip Code 
                           of principal executive offices)
  
                                   (801) 572-6800
                          (Registrant's telephone number, 
                                including area code) 
  
   
  
                                           1
  ITEM 5.  OTHER EVENTS
  
                 Set forth below is  the text of a press  release issued
            by the Company December 23, 1998:
  
                 "On December 23, 1998 the Company announced that it has
            entered into  a definitive  merger agreement with  Kimberly-
            Clark Corporation.  Under the terms of the merger agreement,
            Ballard  shareholders will  receive  $25 for  each share  of
            Ballard common stock, payable  in Kimberly-Clark stock.  The
            Kimberly-Clark shares  to be delivered will  be valued based
            upon the average closing  price of Kimberly-Clark stock over
            a period of ten days  ending five days prior to the  date of  
            closing.  The transaction  was unanimously approved today by
            the  boards of  directors  of  both  companies.    Based  on
            Ballard's  approximate 30.5 million  shares outstanding, the
            transaction has an equity value of $764 million.  
  
                 The  transaction, which  is expected  to be  a tax-free
            exchange for  Ballard  shareholders, is  anticipated  to  be
            completed  in   early  1999   and  is  subject   to  certain
            conditions, including regulatory clearances and  approval by
            Ballard shareholders.  Dale  H. Ballard, Chairman, President
            and  CEO of Ballard Medical,  has agreed to  vote his equity
            interest in the  Company in  favor of the  transaction.   In
            connection with  the merger  agreement, the Company  granted
            Kimberly-Clark  an  option  to  acquire  19.9%   of  Ballard
            Medical's outstanding stock under certain circumstances.  In
            addition, under certain circumstances,  Kimberly-Clark would
            be paid a cash termination fee by the Company.
  
                 "We believe  this merger will bring  excellent value to
            our shareholders, both  in the  short term and  in the  long
            term,"  said Mr.  Ballard.   "We  are  very excited  at  the
            prospect  of Ballard  joining forces  with the  Professional
            Health Care  sector of Kimberly-Clark.   Combining Kimberly-
            Clark's resources  and product lines with  those of Ballard,
            we will have a  very strong platform from which  to continue
            to grow both domestically and internationally."
  
                 Ballard  reported  sales  for  its  fiscal year  ending
            September  30,  1998  of  $150,062,671 with  net  income  of
            $32,013,520.   Kimberly-Clark  reported sales  of  $12,546.6
            million for its fiscal  year ending December 31,  1997, with
            net income of $901.5 million.
  
                 All statements in this  Form 8-K, other than statements
            of  historical  fact,  are forward-looking  statements  that
            involve  known   and   unknown  risks   and   uncertainties.
            Accordingly, investors are  cautioned against putting  undue
            reliance on  any such  statements, as  no  assurance can  be
            given that the  assumptions underlying such  statements will
            prove  to  have been  correct.   As  stated, closing  on the
            proposed merger is subject  to a number of conditions.   The
            Company  disclaims any obligation  to announce  publicly the
            results of  any revisions to any  forward-looking statements
            herein to reflect future events or developments."  
  
                                          2
  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.
  
                                          BALLARD MEDICAL PRODUCTS
  
            Dated:  December 23, 1998     By:  Dale H. Ballard, President