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                                                                      EXHIBIT 99

                        SAFE HARBOR COMPLIANCE STATEMENT
                         FOR FORWARD-LOOKING STATEMENTS

In passing the Private Securities Litigation Reform Act of 1995, Congress
encouraged public companies to make "forward-looking statements" by creating a
safe harbor to protect companies from securities law liability in connection
with forward-looking statements. PharMerica, Inc. intends to qualify both its
written and oral forward-looking statements for protection under the Reform Act
and any other similar safe harbor provisions.

         "Forward-looking statements" are defined by the Reform Act. Generally,
forward-looking statements include expressed expectations of future events and
the assumptions on which the expressed expectations are based. All
forward-looking statements are inherently uncertain because they are based on
various expectations and assumptions concerning future events and they are
subject to numerous known and unknown risks and uncertainties which could cause
actual events or results to differ materially from those projected. Due to those
uncertainties and risks, the investment community is urged not to place undue
reliance on written or oral forward-looking statements of PharMerica. We
undertake no obligation to update or revise this Safe Harbor Compliance
Statement for Forward-Looking Statements to reflect future developments. In
addition, we undertake no obligation to update or revise forward-looking
statements to reflect changed assumptions, the occurrence of unanticipated
events or changes to future operating results over time.

         We are providing the following risk factor disclosure in connection
with our continuing effort to qualify our written and oral forward-looking
statements for the safe harbor protection of the Reform Act and any other
similar safe harbor provisions. Important factors currently known to management
that could cause actual results to differ materially from those in
forward-looking statements include the disclosures contained in the Annual
Report on Form 10-K to which this statement is an exhibit and also include the
following:


                                  RISK FACTORS

IF WE FAIL TO COMPLETE OUR PENDING MERGER TRANSACTION WITH BERGEN BRUNSWIG
CORPORATION, OUR STOCK PRICE COULD BE ADVERSELY AFFECTED.

         We are preparing to close our pending merger transaction with Bergen
Brunswig Corporation, pursuant to which each outstanding share of our common
stock will be exchanged for 0.275 shares of Bergen common stock and we will
become a wholly owned subsidiary of Bergen. There are numerous conditions to
closing the Bergen 



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transaction that have to be satisfied, including obtaining the approval of our
stockholders and the approval of Bergen's stockholders. In the event that we are
unable to close the Bergen transaction, there may be adverse consequences to us,
including a decrease in our stock price.

OUR SIGNIFICANT LEVERAGE MAY IMPAIR OUR ABILITY TO OBTAIN NEEDED CAPITAL
RESOURCES.

         We have had and will continue to have a substantial amount of
indebtedness and significant debt service obligations. As of December 31, 1998,
we had approximately $591.5 million of long-term debt. Our long-term strategy
and working capital needs require substantial capital resources. However, our
present ratio of debt to total capitalization may make it difficult for us to
obtain additional capital resources on acceptable terms. In addition, we would
be unable to obtain additional borrowings under our existing credit facility if
we fail to maintain certain required financial ratios. As of December 31, 1998
we were in compliance with all of such ratios. However, adverse changes in our
operating results could cause us to fail to meet these ratios which, in turn,
could prevent us from obtaining needed capital resources under our credit
facility. Factors that could adversely affect our operating results and,
therefore, our ability to obtain funds under our credit facility or from other
financing sources include:

         -   the ability to integrate successfully our previously completed 
             acquisitions;

         -   pricing pressure on our goods and services;

         -   the loss of certain key customers;

         -   the regulatory and reimbursement environment in which we operate;
             and

         -   prevailing economic conditions.

In addition, adverse changes in our operating results, cash flow and available
capital resources could result in our inability to satisfy our debt service
obligations.

THE LOSS OF BUSINESS FROM CERTAIN KEY CUSTOMERS COULD ADVERSELY AFFECT OUR
BUSINESS.

         Revenues from Beverly Enterprises, Inc. ("Beverly") and Integrated
Health Services ("IHS") facilities and their residents accounted for
approximately 24% of our revenues for the year ended December 31, 1998. We
have agreements with Beverly and IHS pursuant to which we provide pharmacy
services and products and ancillary services and products to Beverly's and IHS's
long-term care facilities and their residents. These agreements contain certain
provisions allowing for pricing adjustments and termination under certain
circumstances. Accordingly, the pricing under such agreements may be adjusted or
all or part of such agreements may be terminated at some future date. We are
presently in discussions with IHS regarding possible pricing changes or service
reductions under our agreement with IHS. Any material loss of revenues or
business from Beverly or IHS could have a material adverse impact on our results
of operations 



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and financial condition.

IF WE DO NOT SUCCESSFULLY INTEGRATE PREVIOUSLY ACQUIRED BUSINESSES, WE MAY BE
ADVERSELY AFFECTED.

         We have experienced rapid growth since 1995 principally from
acquisitions and we may acquire additional businesses in the future. Our failure
to integrate successfully the operations of past or any future acquired
businesses could have an adverse impact on our results of operations and
financial condition. Obstacles to successful integration of acquired businesses
include:

         -   retaining and integrating key personnel of acquired companies;

         -   consolidating pharmacies without affecting quality of service and 
             without losing a material amount of customer relationships; and

         -   achieving operating efficiencies.

WE DEPEND ON REIMBURSEMENT FROM THIRD-PARTY PAYORS WHO ARE UNDER SIGNIFICANT
PRESSURE TO REDUCE COSTS, INCLUDING COSTS OF OBTAINING PRODUCTS AND SERVICES
FROM US.

         We derive a majority of our revenues from government-sponsored
reimbursement programs that are under significant pressure to reduce costs. In
addition, non-governmental payors continuously seek to reduce costs by lowering
reimbursement rates, narrowing the scope of covered services, increasing case
management review of services, and negotiating reduced or fixed contract
pricing. These cost reduction efforts place pressure on the pricing of our
products and services which, in turn, could adversely affect our results of
operations and financial condition. In addition, changes in reimbursement
policies requiring payment on a pre-negotiated basis based on specific rates for
certain medical conditions, or on a capitated basis, could require us to operate
with fixed revenue streams but variable costs and uncertain utilization levels.
Under this type of payment system, our profitability could be adversely affected
if our costs turn out to be greater than we anticipated or if utilization of our
services is higher than we anticipated at the time we negotiated the fixed
revenue streams. Reimbursement rates for non-governmental payor sources are
generally higher than reimbursement rates from government-sponsored payor
programs. Therefore, changes in the mix of residents among Medicare, Medicaid
and private pay sources may adversely affect our revenues and profitability.

CHANGES IN MEDICARE REIMBURSEMENT METHODS MAY ENCOURAGE OUR SKILLED NURSING
FACILITY CUSTOMERS TO SEEK LOWER PRICES FROM US.

         In July 1998, the three-year phase-in implementation of the prospective
payment system ("PPS") began for skilled nursing facilities that provide care to
patients eligible for coverage under Medicare Part A insurance. Under PPS, our
skilled nursing facility customers receive a fixed per diem rate to cover the
costs of all goods and services 



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provided to Medicare Part A patients, including the costs of pharmaceuticals and
other goods and services provided by us that were previously reimbursed
separately under Medicare. While we will continue to bill facilities on a
negotiated fee schedule, the costs of pharmaceuticals and other goods and
services obtained from us are now a direct cost to the facility, rather than a
pass-through cost. Therefore, our nursing facility customers now have an
increased incentive to negotiate with us to minimize the costs of providing
goods and services to patients covered under Medicare Part A. This will place
additional pressure on our pricing which, in turn, may adversely affect on our
results of and financial condition.

OPERATING IN THE HEALTH CARE INDUSTRY IS RISKY DUE TO THE UNCERTAIN IMPACTS OF
VARIOUS GOVERNMENT-SPONSORED AND MARKET-DRIVEN INDUSTRY REFORMS.

         The adoption of certain health care reform proposals could adversely
effect our results of operations and financial condition. The health care
industry is subject to changing political, economic and regulatory influences
that may affect the institutional pharmacy industry in which we operate. In
recent years, several comprehensive national health care reform proposals were
introduced in the United States Congress. While none of the proposals were
adopted, health care reform continues to be addressed at the state level.
Several states are considering health care reforms through Medicaid managed care
projects. Such projects could change the Medicaid reimbursement system in a
manner that would adversely affect our Medicaid reimbursement levels. We cannot
predict which, if any, federal or state reform proposals will be adopted, when
they may be adopted or what their impact on our operations would be if adopted.

THE SHIFT TOWARD MANAGED CARE REIMBURSEMENT METHODS MAY PLACE ADDITIONAL PRICING
PRESSURE ON OUR PRODUCTS AND SERVICES AND MAY ADVERSELY AFFECT OUR
PROFITABILITY.

         As managed care assumes an increasing role in the health care industry,
our future success will depend, in part, on obtaining and retaining managed care
contracts. Competition for such contracts is intense and, in most cases, will
require us to compete based on:

         -   the breadth of services offered;

         -   pricing;

         -   the ability to track and report patient outcomes and cost data; and

         -   the provision of value-added pharmacy consulting services.

Reimbursement rates under managed care contracts typically are lower than those
paid by other private payors. In addition, reimbursement rates under managed
care contracts are often based on pre-negotiated fixed or capitated prices that
will require us accurately to predict costs, utilization and outcomes in order
to operate profitably. Our results of 



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operations and financial condition could be adversely affected if we are unable
to obtain or retain managed care contracts or if we are unable to operate
profitably under the managed care contracts that we do obtain.

THE INDUSTRY IN WHICH WE OPERATE IS HIGHLY COMPETITIVE.

         The long-term care pharmacy markets in which we operate are fragmented
and highly competitive. Competition for each long-term care facility customer is
generally on a local basis and comes from both small to mid-size local operators
and regional and national operators. Competitors include retail pharmacies,
captive institutional pharmacies owned by long-term care providers and other
independent institutional pharmacy companies. We believe that the primary
competitive factors in our industry are:

         -   quality and range of services offered;

         -   prices;

         -   reputation with referral sources;

         -   ease of doing business with providers; and

         -   ability to develop and maintain relationships with referral 
             sources.

Some of our present and potential competitors, including retail pharmacies,
captive pharmacies and pharmaceutical distributors, are or may become larger
than us and have or may obtain greater financial and marketing resources than we
have. In addition, there are relatively few barriers to entry in the local
markets we serve and we may encounter substantial competition from new local
market entrants. Competition in our home delivery pharmacy business comes
primarily from local retail pharmacies and local medical equipment supply
companies. An important competitive factor in this business is the effectiveness
of our managed care and cost containment services.

OUR INDUSTRY IS HEAVILY REGULATED AND WE ARE SUBJECT TO PERIODIC INSPECTIONS AND
AUDITS BY GOVERNMENTAL AUTHORITIES AND THEIR AGENTS.

         Our business is subject to extensive federal, state and local
regulation. Federal laws governing our activities include regulations regarding
the repackaging, storing and dispensing of drugs, Medicare reimbursement, and
certain financial relationships with physicians and other health care providers.
State laws governing our activities include regulations regarding Medicaid
reimbursement, workers' compensation, professional training, pharmacy licensure,
payments in exchange for patient referrals and the dispensing and storage of
pharmaceuticals. From time to time we become subject to inspections, audits,
investigations or requests for information by governmental authorities or their
agents regarding our compliance with applicable laws and regulations. For
example, we are currently involved in a federal investigation concerning one of
our 


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nursing home customers and one of our pharmacies in Texas. We are not presently
able to predict the outcome of this investigation, but we believe that it will
not have a material adverse impact on our business as a whole. In addition, many
of our employees, such as our pharmacists, must maintain certain licenses in
order to provide services. Our long-term care facility customers are also
subject to federal and state regulations and licensing requirements. The failure
by these customers to comply with such regulations or to maintain required
licenses could result in the loss of our ability to provide pharmacy services to
their residents.

         Existing laws and regulations are subject to change from time to time.
Compliance with any new or changed laws and regulations may require us to incur
unanticipated expenses which could adversely affect our results of operations or
financial condition. Failure to comply with existing or future laws or
regulations could subject us to fines or other penalties, including exclusion
from government-sponsored reimbursement programs such as Medicare and Medicaid.
In addition, any restrictions on pharmaceutical suppliers' marketing programs,
including the payment of incentives to dispense one particular product rather
than another or volume discounts, could adversely affect our supply costs and
our profitability. The practice of giving rebates in the pharmaceutical industry
is common; however, it is currently under scrutiny and could be determined to
violate law. Such a result could have a material adverse effect on our results
of operations and financial condition.

IF INFORMATION OR OTHER SYSTEMS ON WHICH WE RELY EXPERIENCE DIFFICULTIES DUE TO
YEAR 2000 COMPLIANCE PROBLEMS, OUR BUSINESS AND FINANCIAL RESULTS MAY BE
ADVERSELY AFFECTED.

         We have an active Year 2000 program designed to assure that our company
has addressed its hardware and software needs and has remedied any Year 2000
compliance issues. Given the complexity of this issue, we cannot assure you that
our systems or the system of our vendors, customers, payors or other third
parties will not encounter difficulties as we approach or when we reach the Year
2000.






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