EXHIBIT 99


              Exhibit 99 to the Annual Report on Form 10-K for the
                       Fiscal Year Ended December 31, 2001

     Cautionary Statements Regarding "Safe Harbor" Provisions of the Private
                    Securities Litigation Reform Act of 1995


Forward-looking statements may appear in periodic reports filed with the
Securities and Exchange Commission (including the Company's Annual Reports on
Form 10-K and Quarterly Reports on Form 10-Q), in press releases, in the
Company's Annual Report to Stockholders and other reports to stockholders, and
in other communications made by the Company. These forward-looking statements
can be identified by their use of words such as "anticipates," "expects," "is
confident," "plans," "could," "will," "believes," "estimates," "forecasts,"
"projects" and other words of similar meaning. These forward-looking statements
address various matters including the Company's results of operations, future
impact of presently known trends, Euro currency, competition, liquidity,
financial condition and capital resources, PREMARIN, ENBREL supply, MENINGITEC
sales, foreign currency and interest rate risk, the nationwide, class action
settlement relating to REDUX and PONDIMIN, and additional litigation charges
related to REDUX and PONDIMIN including those for opt outs, market position and
product development. These forward-looking statements are based on current
expectations of future events. From time to time, the Company may provide oral
and written forward-looking statements in other materials we release to the
public. However, the Company undertakes no obligation to update any
forward-looking statements, but investors are advised to consult any further
disclosures by the Company on these forward-looking statements in its subsequent
filings pursuant to the Securities Exchange Act of 1934. As permitted by the
Private Securities Litigation Reform Act of 1995, the Company is hereby filing
the following cautionary statements identifying important factors, which among
others, could cause the Company's actual results to differ materially from
expected and historical results:

     Competitive implications on the Company's pricing and marketing strategies
     due to the conversion to the Euro.

     Competitive factors including managed care groups, institutions and
     government agencies seeking price discounts; scientific and technological
     advances attained by competitors; patents granted to competitors; changes
     in promotional regulations or practices; development of alternative
     therapies; potential generic competition for PREMARIN and for other health
     care products as such products mature. In the United States, among other
     developments, consolidation among managed care organizations may increase
     price pressure and may result in managed care organizations having greater
     influence over prescription decisions through formulary decisions and other
     policies.

     Government laws and regulations affecting U.S. and international
     operations, including trade, monetary and fiscal policies, taxes (including
     the phasing out of the Section 936 income tax credit), price controls,
     changes in governments and legal systems, as well as actions affecting
     approvals of products and licensing. Uncertainties of the FDA approval
     process and possible regulatory action (including compliance with current
     good manufacturing practice (cGMP) regulations for pharmaceutical and
     biological products) and the regulatory approval processes and possible
     regulatory action of other non-U.S. countries, including, without
     limitation, delays in approval of new products or business interruptions
     related to regulatory action, or recalls or decisions not to release its
     products or certain lots of products.
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     Governmental factors including laws, regulations and judicial decisions at
     the state and federal level related to Medicare, Medicaid and health care
     reform; and laws and regulations affecting pricing and pharmaceutical
     reimbursement.

     Inherent uncertainty of pharmaceutical research, difficulties or delays in
     product development, manufacturing and commercialization including, but not
     limited to, the inability to identify viable new chemical compounds,
     successfully complete clinical trials, difficulties in manufacturing
     complex products, particularly biological products, on a commercial scale,
     and gain and maintain market acceptance of approved products. Difficulties
     or delays in product development can also affect the Company's other
     businesses. New product candidates that appear promising in development may
     fail to reach market for numerous reasons. They may be found to be
     ineffective or to have harmful side effects in clinical or pre-clinical
     testing, or be too difficult or too expensive to manufacture.

     Changes in inventory levels maintained by pharmaceutical wholesalers can
     cause reported sales for a particular period to differ significantly in
     either direction from underlying prescriber demand.

     Difficulties or delays in product manufacturing or marketing, including but
     not limited to, the inability to build up production capacity commensurate
     with demand, the ability of our suppliers to provide raw material, or the
     failure to predict market demand for or to gain market acceptance of
     approved products could affect future results.

     Unexpected safety or efficacy concerns arising with respect to marketed
     products, whether or not scientifically justified, leading to product
     recalls, withdrawals or declining sales.

     Growth in costs and expenses, including changes in product mix, and the
     impact of any acquisitions or divestitures, restructuring and other unusual
     items that could result from evolving business strategies, impairments in
     asset carrying values, and changing organizational structures.

     Product liability litigation related to the Company's health care and other
     products including, without limitation, litigation associated with the
     Company's diet drug products, REDUX and PONDIMIN. Other legal factors
     include, without limitation, antitrust litigation, tax matters,
     environmental and security law concerns, derivative actions, complying with
     the consent decree with the FDA, changes in intellectual property legal
     protections and remedies, and patent disputes with competitors, any of
     which could preclude commercialization or negatively affect the
     profitability of existing products or products in development.

     Changes in accounting standards promulgated by the Financial Accounting
     Standards Board, the Emerging Issues Task Force, the Securities and
     Exchange Commission, and the American Institute of Certified Public
     Accountants, which are adverse to the Company.

     Continued consolidation in the health care industry and the ability to
     attract and retain management and other key employees could affect the
     Company's competitive position.

     Changing economic conditions including inflation and fluctuations in
     interest rates and foreign currency exchange rates.

     This list should not be considered an exhaustive statement of all potential
     risks and uncertainties.