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SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ________)* SpectRx, Inc. - ------------------------------------------------------------------------------ (Name of Issuer) Common stock par value $.001 per share - ------------------------------------------------------------------------------ (Title of Class of Securities) 847 635 109 ------------------------------- (CUSIP Number) Jose M. de Lasa, 100 Abbott Park Road Abbott Park, Illinois 60064-3500; Phone (847) 937-8905 - ------------------------------------------------------------------------------ (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) July 7, 1997 ------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box / /. Check the following box if a fee is being paid with the statement / /. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). (Continued on following page(s)) Page 1 of 12 Pages -- ------------------------- -------------------------- | CUSIP No. 847 635 109 | 13D | Page 2 of 12 Pages | ------------------------- -------------------------- ---------------------------------------------------------------------------- | 1 | NAME OF REPORTING PERSON | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | | | | | | Abbott Laboratories | | | IRS Identification Number: 36-0698440 | | | | |---------------------------------------------------------------------------- | 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / | | | | | | (b) /x/ | |---------------------------------------------------------------------------- | 3 | SEC USE ONLY | | | | ---------------------------------------------------------------------------- | 4 | SOURCE OF FUNDS* | | | | | | WC | ---------------------------------------------------------------------------- | 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO | | | ITEMS 2(d) or 2(e) / / | | | | ---------------------------------------------------------------------------- | 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Illinois | ---------------------------------------------------------------------------- | | 7 | SOLE VOTING POWER | | NUMBER OF | | | | | | 500,143 | | SHARES |--------------------------------------------------------- | | 8 | SHARED VOTING POWER | | BENEFICIALLY | | | | |--------------------------------------------------------- | OWNED BY | 9 | SOLE DISPOSITIVE POWER | | | | | | EACH REPORTING | | 500,143 | | --------------------------------------------------------- | PERSON | 10| SHARED DISPOSITIVE POWER | | | | | | WITH | | | ---------------------------------------------------------------------------- | 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 500,143 | ---------------------------------------------------------------------------- | 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN | | | SHARES* / / | | ---------------------------------------------------------------------------- | 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 6.61% | ---------------------------------------------------------------------------- | 14 | TYPE OF REPORTING PERSON* | | | | | | CO | ---------------------------------------------------------------------------- * SEE INSTRUCTIONS BEFORE FILLING OUT! ITEM 1. SECURITY AND ISSUER This statement relates to shares of the common stock, par value $.001 per share (the "Common Stock"), of SpectRx, Inc., a Delaware corporation (the "Issuer"), whose principal executive offices are located at 6025A, Unity Drive, Norcross, Georgia, 30071. ITEM 2. IDENTITY AND BACKGROUND (a) - (c), and (f) The person filing this statement is Abbott Laboratories ("Abbott"), an Illinois corporation. Abbott's principal business is the discovery, development, manufacture, and sale of a broad and diversified line of health care products and services. Abbott's principal office is located at 100 Abbott Park Road, Abbott Park, Illinois 60064-3500. The names, citizenship, business addresses, present principal occupation or employment and the name, and the principal business and address of any corporation or other organization in which such employment is conducted of the directors and executive officers of Abbott are as set forth in Exhibit 1 hereto and incorporated herein by this reference. (d) and (e) Neither Abbott, nor to the best of its knowledge, any person listed on Exhibit 1 has during the last five years (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION On July 7, 1997, Abbott purchased 143,000 shares of Common Stock and paid $1,001,000 for these 143,000 shares. These funds came from Abbott's general assets. 3 ITEM 4. PURPOSE OF THE ACQUISITION Abbott acquired the shares of Common Stock as an investment. (a) - (j) At present, Abbott does not have any plans or proposals which would relate to or result in transactions of the kind described in paragraphs (a) through (j) of Item 4 of Schedule 13D of the Securities and Exchange Commission. Abbott does, however, reserve the right to adopt such plans or proposals subject to compliance with applicable regulatory requirements. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a) Abbott is the beneficial owner of 500,143 shares of Common Stock. This represents approximately six and 61/100 percent (6.61%) of the outstanding shares of the Common Stock. The calculation of the foregoing percentage is based on the number of shares of Common Stock shown as being outstanding in the Issuer's prospectus dated July 1, 1997. (b) Abbott has sole power to vote or to direct the vote and the sole power to dispose or to direct the disposition of the Shares. (c) Except as described herein, there have been no transactions by Abbott or the persons whose names are listed on Exhibit 1 in securities of the Issuer during the past sixty days. (d) No one other than Abbott is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from a sale of the Shares. (e) Not applicable. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER None 4 ITEM 7. MATERIAL TO BE FILED AS EXHIBITS Exhibit 1 - Information Concerning Executive Officers and Directors of Abbott Laboratories. ******************************* After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Abbott Laboratories DATED: July 14, 1997 By: /s/ Gary P. Coughlan ---------------------------------------- Gary P. Coughlan, Senior Vice President, Finance and Chief Financial Officer 5 EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION SEQUENTIAL PAGE NUMBER 1 Information Concerning Executive Officers and Directors of Abbott Laboratories. 6 Exhibit 1 Information Concerning Executive Officers and Directors of Abbott Laboratories ----------------------------------- The current corporate officers and directors of Abbott Laboratories are listed below. The address of Abbott Laboratories is: Abbott Laboratories, 100 Abbott Park Road, Abbott Park, Illinois 60064-3500. Abbott Laboratories does not consider all of its corporate officers to be executive officers as defined by the Securities Exchange Act of 1934 or Releases thereunder. Unless otherwise indicated, all positions set forth below opposite an individual's name refer to positions within Abbott Laboratories, and the business address listed for each individual not principally employed by Abbott Laboratories is also the address of the corporation or other organization which principally employs that individual. POSITION/PRESENT PRINCIPAL OCCUPATION OR EMPLOYMENT NAME AND BUSINESS ADDRESS CITIZENSHIP CORPORATE OFFICERS Duane L. Burnham(1) Chairman of the Board and U. S. A. Chief Executive Officer Thomas R. Hodgson(1) President and Chief Operating U. S. A. Officer Joy A. Amundson(1) Senior Vice President, U. S. A. Chemical and Agricultural Products Paul N. Clark(1) Senior Vice President, U. S. A. Pharmaceutical Operations Gary P. Coughlan(1) Senior Vice President, Finance U. S. A. and Chief Financial Officer Jose M. de Lasa(1) Senior Vice President, Secretary U. S. A. and General Counsel John G. Kringel(1) Senior Vice President, Hospital U. S. A. Products Thomas M. McNally(1) Senior Vice President, Ross Products U. S. A. Robert L. Parkinson, Senior Vice President, International U. S. A. Jr.(1) Operations Ellen M. Walvoord(1) Senior Vice President, Human Resources U. S. A. Miles D. White(1) Senior Vice President, Diagnostic U. S. A. Operations 7 Exhibit 1 Information Concerning Executive Officers and Directors of Abbott Laboratories ----------------------------------- POSITION/PRESENT PRINCIPAL OCCUPATION OR EMPLOYMENT NAME AND BUSINESS ADDRESS CITIZENSHIP CORPORATE OFFICERS - Continued Catherine V. Babington(1) Vice President, Investor Relations U. S. A. and Public Affairs Patrick J. Balthrop Vice President, Diagnostic U. S. A. Operations, U.S. and Canada Mark E. Barmak Vice President, Litigation and U. S. A. Government Affairs Christopher B. Begley Vice President, MediSense U. S. A. Thomas D. Brown Vice President, Diagnostic U. S. A. Commercial Operations Gary R. Byers(1) Vice President, Internal Audit U. S. A. William G. Dempsey Vice President, Hospital Products U. S. A. Business Sector Kenneth W. Farmer(1) Vice President, Management U. S. A. Information Services and Administration Thomas C. Freyman(1) Vice President and Treasurer U. S. A. David B. Goffredo Vice President, Pharmaceutical U. S. A. Products Marketing and Sales Rick A. Gonzalez(1) Vice President, HealthSystems U. S. A. 8 Exhibit 1 Information Concerning Executive Officers and Directors of Abbott Laboratories ----------------------------------- POSITION/PRESENT PRINCIPAL OCCUPATION OR EMPLOYMENT NAME AND BUSINESS ADDRESS CITIZENSHIP CORPORATE OFFICERS - Continued Guillermo A. Herrera Vice President, Latin America Columbia Operations Arthur J. Higgins Vice President, Pacific, Asia, United and Africa Operations Kingdom Jay B. Johnston Vice President, Diagnostic Assays U. S. A. and Operations James J. Koziarz, Ph.D. Vice President, Diagnostic U. S. A. Products Research and Development John F. Lussen(1) Vice President, Taxes U. S. A. Edward L. Michael Vice President, Diagnostic U. S. A. Operations, Europe, Africa, and Middle East Theodore A. Olson(1) Vice President and Controller U. S. A. Andre G. Pernet, Ph.D. Vice President, Pharmaceutical U. S. A. Products Research and Development Carl A. Spalding Vice President, Ross Pediatric U. S. A. Products William H. Stadtlander Vice President, Ross Medical U. S. A. Nutritional Products Marcia A. Thomas(1) Vice President, Corporate Quality U. S. A. Assurance and Regulatory Affairs H. Thomas Watkins Vice President, Diagnostic U. S. A. Operations, Asia and Pacific Steven J. Weger(1) Vice President, Corporate Planning U. S. A. and Development Josef Wendler Vice President, European Operations Germany Lance B. Wyatt(1) Vice President, Corporate U. S. A. Engineering 9 Exhibit 1 Information Concerning Executive Officers and Directors of Abbott Laboratories ----------------------------------- POSITION/PRESENT PRINCIPAL OCCUPATION OR EMPLOYMENT NAME AND BUSINESS ADDRESS CITIZENSHIP DIRECTORS K. Frank Austen, M.D. Professor of Medicine, Harvard U. S. A. Medical School The Seeley G. Mudd Building, Room 604 250 Longwood Avenue Boston, Massachusetts 02115 Duane L. Burnham Officer of Abbott U. S. A. H. Laurance Fuller Chairman, President, and Chief U. S. A. Executive Officer Amoco Corporation 200 East Randolph Drive Mail Code 3000 Chicago, Illinois 60601 (integrated petroleum and chemicals company) Thomas R. Hodgson Officer of Abbott U. S. A. David A. Jones Chairman and Chief Executive Officer U. S. A. Humana Inc. 500 W. Main St. Humana Building Louisville, Kentucky 40201 (Health Plan Business) The Rt. Hon. the Lord British Member of Parliament United Kingdom Owen CH 20 Queen Anne's Gate Westminster, London SW1H 9AA, England 10 Exhibit 1 Information Concerning Executive Officers and Directors of Abbott Laboratories ----------------------------------- POSITION/PRESENT PRINCIPAL OCCUPATION OR EMPLOYMENT NAME AND BUSINESS ADDRESS CITIZENSHIP DIRECTORS - CONTINUED Boone Powell, Jr. President and Chief Executive U. S. A. Officer Baylor Health Care System and Baylor University Medical Center, Vice President, Baylor University 3500 Gaston Avenue Dallas, Texas 75246 Addison Barry Rand Executive Vice President U. S. A. Xerox Corporation 800 Long Ridge Road Stamford, Connecticut 06904-1600 (document processing, insurance and financial services company) Dr. W. Ann Reynolds Chancellor U. S. A. The City University of New York 535 E. 80th Street New York, New York 10021 William D. Smithburg Chairman, President and Chief U. S. A. Executive Officer The Quaker Oats Company 321 N. Clark Street Chicago, Illinois 60610 (worldwide food manufacturer and marketer of beverages and grain-based products) John R. Walter President and Chief Operating U. S. A. Officer AT&T Corporation 295 North Maple Avenue Room 4353L1 Basking Ridge, New Jersey 07920 (telecommunications company) 11 Exhibit 1 Information Concerning Executive Officers and Directors of Abbott Laboratories ----------------------------------- POSITION/PRESENT PRINCIPAL OCCUPATION OR EMPLOYMENT NAME AND BUSINESS ADDRESS CITIZENSHIP DIRECTORS - CONTINUED William L. Weiss Chairman Emeritus, Ameritech U. S. A. Corporation One First National Plaza Suite 2530C Chicago, Illinois 60603-2006 (telecommunications company) 1 Pursuant to Item 401(b) of Regulation S-K Abbott has identified these persons as "executive officers" within the meaning of Item 401(b). 12