EXHIBIT  99


                  Exhibit 99 to the Annual Report on Form 10-K
                   for the Fiscal Year Ended December 31, 2000

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


The Company may from time to time make written or verbal forward-looking
statements. 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, Euro
Currency, competition, liquidity, financial condition and capital resources,
ENBREL supply, 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. 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; technological advances attained
    by competitors; patents granted to competitors; 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 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.

    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 and commercialization including, but not limited to, the
    inability to identify viable new chemical compounds, successfully complete
    clinical trials, 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.

    Changes in inventory levels maintained by pharmaceutical wholesalers can
    cause reported sales for a particular period to differ significantly 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 antiobesity products, REDUX and PONDIMIN. Other legal factors
    include, without limitation, antitrust litigation, environmental concerns,
    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 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 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.