<PAGE>

                                             Registration No. 333- ___________
______________________________________________________________________________

                          SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C.  20549
                                     ____________

                                       FORM S-8
                                REGISTRATION STATEMENT
                                        Under
                              THE SECURITIES ACT OF 1933
                                     ____________

                                 ABBOTT LABORATORIES
                (Exact name of registrant as specified in its charter)

              Illinois                                         36-0698440
   (State or other jurisdiction of                          (I.R.S. Employer
    incorporation or organization)                          Identification No.)

          Abbott Laboratories                                  60064-3500
         100 Abbott Park Road                                  (Zip Code)
        Abbott Park, Illinois
(Address of Principal Executive Offices)

                     ABBOTT LABORATORIES STOCK RETIREMENT PROGRAM

                               (Full Title of the Plan)
                                     ____________

                                   Jose M. de Lasa 
                                 Abbott Laboratories 
                                 100 Abbott Park Road
                          Abbott Park, Illinois  60064-3500
                       (Name and address of agent for service)
    Telephone number, including area code, of agent for service: (847) 937-5200
                                     ____________

                           CALCULATION OF REGISTRATION FEE
______________________________________________________________________________

                                                       Proposed
                                      Proposed         Maximum
                                      Maximum          Aggregate   Amount of
Title of Securities    Amount to be   Offering Price   Offering    Registration
to be Registered       Registered     Per Share (a)    Price (a)   Fee (a)
______________________________________________________________________________

Common shares          10,000,000    $ 51.3125      $ 513,125,000  $155,492.43
(without par value)
______________________________________________________________________________

(a) In addition, pursuant to Rule 416(c) under the Securities Act of 1933, this
    registration statement also covers an indeterminate amount of interests to
    be offered or sold pursuant to the employee benefit plan named herein.  The
    filing fee has been calculated in accordance with Rule 457(c) based on the
    average of the high and low prices of registrant's Common Shares reported
    in the consolidated reporting system on January 6, 1997.

                                  Page 1 of 7

<PAGE>

The contents of Abbott Laboratories Stock Retirement Plan Registration Statement
on Form S-8 (File no. 33-50452) are incorporated herein by reference.


                                  Page 2 of 7

<PAGE>

                                   SIGNATURES

    THE REGISTRANT.  Pursuant to the requirements of the Securities Act of
1933, the registrant certifies that it has reasonable grounds to believe that it
meets all of the requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in unincorporated Lake County, and State of Illinois, on
January 6, 1997.

                                        ABBOTT LABORATORIES


                                        By:/s/ DUANE L. BURNHAM
                                           -----------------------------
                                           Duane L. Burnham, 
                                           Chairman of the Board and 
                                           Chief Executive Officer


                                  Page 3 of 7

<PAGE>

    Each person whose signature appears below constitutes and appoints Duane 
L. Burnham and Jose M. de Lasa, Esq., and each of them, as his true and 
lawful attorney-in-fact and agent, with full power of substitution and 
resubstitution, for him and in his name, place and stead, in any and all 
capacities, to sign any and all amendments to this registration statement, 
and to file the same with all exhibits thereto, and other documents in 
connection therewith, with the Commission, granting unto said 
attorney-in-fact and agent full power and authority to do and perform each 
act and thing requisite and necessary to be done, as fully to all intents and 
purposes as he might or could do in person, hereby ratifying and confirming 
all that said attorney-in-fact and agent, or his substitute or substitutes, 
may lawfully do or cause to be done by virtue hereof.

    Pursuant to the requirements of the Securities Act of 1933, this 
registration statement has been signed by the following persons in the 
capacities and on the dates indicated.

SIGNATURE                     TITLE                           DATE
---------                     -----                           ----

/s/ DUANE L. BURNHAM
_________________________     Chairman of the Board,          January 6, 1997
Duane L. Burnham              Chief Executive Officer,
                              and Director of
                              Abbott Laboratories

/s/ K. FRANK AUSTEN, M.D.
_________________________     Director of Abbott              January 6, 1997
K. Frank Austen, M.D.         Laboratories

/s/ H. LAURANCE FULLER
_________________________     Director of Abbott              January 6, 1997
H. Laurance Fuller            Laboratories 

/s/ THOMAS R. HODGSON
_________________________     President, Chief Operating      January 6, 1997
Thomas R. Hodgson             Officer, and Director of 
                              Abbott Laboratories 

/s/ ALLEN F. JACOBSON
_________________________     Director of Abbott              January 6, 1997
Allen F. Jacobson             Laboratories 

/s/ DAVID A. JONES
_________________________     Director of Abbott              January 6, 1997
David A. Jones                Laboratories 

/s/ DAVID A. L. OWEN
_________________________     Director of Abbott              January 6, 1997
David A. L. Owen              Laboratories

/s/ BOONE POWELL, JR.
_________________________     Director of Abbott              January 6, 1997
Boone Powell, Jr.             Laboratories

/s/ A. BARRY RAND
_________________________     Director of Abbott              January 6, 1997
A. Barry Rand                 Laboratories

/s/ W. ANN REYNOLDS
_________________________     Director of Abbott              January 6, 1997
W. Ann Reynolds               Laboratories

/s/ WILLIAM P. SMITHBERG
_________________________     Director of Abbott              January 6, 1997
William D. Smithburg          Laboratories

/s/ JOHN R. WALTER
_________________________     Director of Abbott              January 6, 1997
John R. Walter                Laboratories

/s/ WILLIAM L. WEISS
_________________________     Director of Abbott              January 6, 1997
William L. Weiss              Laboratories


                                  Page 4 of 7

<PAGE>

/s/ GARY P. COUGHLAN
_________________________     Senior Vice President, Finance  January 6, 1997
Gary P. Coughlan              and Chief Financial Officer
                              (Principal Financial Officer)
                              of Abbott Laboratories

/s/ THEODORE A. OLSON
_________________________     Vice President and              January 6, 1997
Theodore A. Olson             Controller (Principal
                              Accounting Officer) 
                              of Abbott Laboratories


                                  Page 5 of 7

<PAGE>


    THE PLAN.  Pursuant to the requirements of the Securities Act of 1933, 
the Abbott Laboratories Stock Retirement Program has duly caused this 
registration statement to be signed on its behalf by the undersigned, 
thereunto duly authorized, in unincorporated Lake County, and State of 
Illinois, on the 6th day of January, 1997.

                                     ABBOTT LABORATORIES STOCK
                                     RETIREMENT PROGRAM 


                                     By: /s/ ELLEN M. WALVOORD
                                         -------------------------------------
                                         Ellen M. Walvoord, Plan Administrator


                                  Page 6 of 7

<PAGE>

                                 EXHIBIT INDEX


               EXHIBIT NO.                       DESCRIPTION

                    4                            Abbott Laboratories Stock 
                                                 Retirement Program.

                    5                            Opinion of Jose M. de Lasa, 
                                                 as to the legality of the 
                                                 securities being issued and 
                                                 the compliance of the Program
                                                 with the requirements of ERISA.

                    23.1                         Consent of counsel, Jose M. de
                                                 Lasa, is included in his 
                                                 opinion.

                    23.2                         Consent of Arthur Andersen LLP
                                                 as to the use of their report 
                                                 and references to their firm.

                    24                           Power of Attorney is included
                                                 on the signature page.

                                  Page 7 of 7
[{"type": "S-8", "sequence": "1", "description": "S-8", "secsgml_size_bytes": 10047}]
{"company-data": {"conformed-name": "ABBOTT LABORATORIES", "cik": "0000001800", "assigned-sic": "2834", "irs-number": "360698440", "state-of-incorporation": "IL", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-19511", "film-number": "97503802"}, "business-address": {"street1": "100 ABBOTT PARK ROAD", "street2": "D-322 AP6D", "city": "ABBOTT PARK", "state": "IL", "zip": "60064-3500", "phone": "(708)-937-6100"}}
Registration No. 333- ___________
______________________________________________________________________________

                          SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C.  20549
                                     ____________

                                       FORM S-8
                                REGISTRATION STATEMENT
                                        Under
                              THE SECURITIES ACT OF 1933
                                     ____________

                                 ABBOTT LABORATORIES
                (Exact name of registrant as specified in its charter)

              Illinois                                         36-0698440
   (State or other jurisdiction of                          (I.R.S. Employer
    incorporation or organization)                          Identification No.)

          Abbott Laboratories                                  60064-3500
         100 Abbott Park Road                                  (Zip Code)
        Abbott Park, Illinois
(Address of Principal Executive Offices)

                     ABBOTT LABORATORIES STOCK RETIREMENT PROGRAM

                               (Full Title of the Plan)
                                     ____________

                                   Jose M. de Lasa 
                                 Abbott Laboratories 
                                 100 Abbott Park Road
                          Abbott Park, Illinois  60064-3500
                       (Name and address of agent for service)
    Telephone number, including area code, of agent for service: (847) 937-5200
                                     ____________

                           CALCULATION OF REGISTRATION FEE
______________________________________________________________________________

                                                       Proposed
                                      Proposed         Maximum
                                      Maximum          Aggregate   Amount of
Title of Securities    Amount to be   Offering Price   Offering    Registration
to be Registered       Registered     Per Share (a)    Price (a)   Fee (a)
______________________________________________________________________________

Common shares          10,000,000    $ 51.3125      $ 513,125,000  $155,492.43
(without par value)
______________________________________________________________________________

(a) In addition, pursuant to Rule 416(c) under the Securities Act of 1933, this
    registration statement also covers an indeterminate amount of interests to
    be offered or sold pursuant to the employee benefit plan named herein.  The
    filing fee has been calculated in accordance with Rule 457(c) based on the
    average of the high and low prices of registrant's Common Shares reported
    in the consolidated reporting system on January 6, 1997.

                                  Page 1 of 7
The contents of Abbott Laboratories Stock Retirement Plan Registration Statement
on Form S-8 (File no. 33-50452) are incorporated herein by reference.

                                  Page 2 of 7
SIGNATURES

    THE REGISTRANT.  Pursuant to the requirements of the Securities Act of
1933, the registrant certifies that it has reasonable grounds to believe that it
meets all of the requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in unincorporated Lake County, and State of Illinois, on
January 6, 1997.

                                        ABBOTT LABORATORIES

                                        By:/s/ DUANE L. BURNHAM
                                           -----------------------------
                                           Duane L. Burnham, 
                                           Chairman of the Board and 
                                           Chief Executive Officer

                                  Page 3 of 7
Each person whose signature appears below constitutes and appoints Duane 
L. Burnham and Jose M. de Lasa, Esq., and each of them, as his true and 
lawful attorney-in-fact and agent, with full power of substitution and 
resubstitution, for him and in his name, place and stead, in any and all 
capacities, to sign any and all amendments to this registration statement, 
and to file the same with all exhibits thereto, and other documents in 
connection therewith, with the Commission, granting unto said 
attorney-in-fact and agent full power and authority to do and perform each 
act and thing requisite and necessary to be done, as fully to all intents and 
purposes as he might or could do in person, hereby ratifying and confirming 
all that said attorney-in-fact and agent, or his substitute or substitutes, 
may lawfully do or cause to be done by virtue hereof.

    Pursuant to the requirements of the Securities Act of 1933, this 
registration statement has been signed by the following persons in the 
capacities and on the dates indicated.

SIGNATURE                     TITLE                           DATE
---------                     -----                           ----

/s/ DUANE L. BURNHAM
_________________________     Chairman of the Board,          January 6, 1997
Duane L. Burnham              Chief Executive Officer,
                              and Director of
                              Abbott Laboratories

/s/ K. FRANK AUSTEN, M.D.
_________________________     Director of Abbott              January 6, 1997
K. Frank Austen, M.D.         Laboratories

/s/ H. LAURANCE FULLER
_________________________     Director of Abbott              January 6, 1997
H. Laurance Fuller            Laboratories 

/s/ THOMAS R. HODGSON
_________________________     President, Chief Operating      January 6, 1997
Thomas R. Hodgson             Officer, and Director of 
                              Abbott Laboratories 

/s/ ALLEN F. JACOBSON
_________________________     Director of Abbott              January 6, 1997
Allen F. Jacobson             Laboratories 

/s/ DAVID A. JONES
_________________________     Director of Abbott              January 6, 1997
David A. Jones                Laboratories 

/s/ DAVID A. L. OWEN
_________________________     Director of Abbott              January 6, 1997
David A. L. Owen              Laboratories

/s/ BOONE POWELL, JR.
_________________________     Director of Abbott              January 6, 1997
Boone Powell, Jr.             Laboratories

/s/ A. BARRY RAND
_________________________     Director of Abbott              January 6, 1997
A. Barry Rand                 Laboratories

/s/ W. ANN REYNOLDS
_________________________     Director of Abbott              January 6, 1997
W. Ann Reynolds               Laboratories

/s/ WILLIAM P. SMITHBERG
_________________________     Director of Abbott              January 6, 1997
William D. Smithburg          Laboratories

/s/ JOHN R. WALTER
_________________________     Director of Abbott              January 6, 1997
John R. Walter                Laboratories

/s/ WILLIAM L. WEISS
_________________________     Director of Abbott              January 6, 1997
William L. Weiss              Laboratories

                                  Page 4 of 7
/s/ GARY P. COUGHLAN
_________________________     Senior Vice President, Finance  January 6, 1997
Gary P. Coughlan              and Chief Financial Officer
                              (Principal Financial Officer)
                              of Abbott Laboratories

/s/ THEODORE A. OLSON
_________________________     Vice President and              January 6, 1997
Theodore A. Olson             Controller (Principal
                              Accounting Officer) 
                              of Abbott Laboratories

                                  Page 5 of 7
THE PLAN.  Pursuant to the requirements of the Securities Act of 1933, 
the Abbott Laboratories Stock Retirement Program has duly caused this 
registration statement to be signed on its behalf by the undersigned, 
thereunto duly authorized, in unincorporated Lake County, and State of 
Illinois, on the 6th day of January, 1997.

                                     ABBOTT LABORATORIES STOCK
                                     RETIREMENT PROGRAM 

                                     By: /s/ ELLEN M. WALVOORD
                                         -------------------------------------
                                         Ellen M. Walvoord, Plan Administrator

                                  Page 6 of 7
EXHIBIT INDEX

               EXHIBIT NO.                       DESCRIPTION

                    4                            Abbott Laboratories Stock 
                                                 Retirement Program.

                    5                            Opinion of Jose M. de Lasa, 
                                                 as to the legality of the 
                                                 securities being issued and 
                                                 the compliance of the Program
                                                 with the requirements of ERISA.

                    23.1                         Consent of counsel, Jose M. de
                                                 Lasa, is included in his 
                                                 opinion.

                    23.2                         Consent of Arthur Andersen LLP
                                                 as to the use of their report 
                                                 and references to their firm.

                    24                           Power of Attorney is included
                                                 on the signature page.

                                  Page 7 of 7