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UNITED STATES
    SECURITIES AND EXCHANGE COMMISSIONWashington, DC
    20549
  FORM 10-K
  þ

Annual Report pursuant to Section 13 or 15(d) of the
    Securities Exchange Act of 1934For the Fiscal Year Ended
    December 31,
    2009ORo

Transition Report pursuant to Section 13 or 15(d) of the
    Securities Exchange Act of 1934For the transition period
    from          to          .   Commission file number 1-9114
 MYLAN INC.
 (Exact name of registrant as
    specified in its charter)
  Pennsylvania(State or other jurisdiction
    of incorporation or organization)

25-1211621(I.R.S. Employer
    Identification No.)   1500
    Corporate Drive, Canonsburg, Pennsylvania 15317 (Address
    of principal executive offices)
 (724) 514-1800
  (Registrants telephone number, including area code)
  Securities
    registered pursuant to Section 12(b) of the Act:
  Title of Each Class:

Name of Each Exchange on Which Registered:Common Stock, par value $0.50 per share

The NASDAQ Stock Market6.50% Mandatory Convertible Preferred Stock

The NASDAQ Stock Market   Securities
    registered pursuant to Section 12(g) of the Act:
    None
  þ o
  o þ
  þ o
  Regulation S-T o o
  Regulation S-K Form 10-K Form 10-K. o
  Rule 12b-2
  Large accelerated filer þ





Accelerated filer 
    oNon-accelerated filero



(Do not check if a smaller reporting company)

Smaller reporting company o   Rule 12b-2 o þ
       *
    
    The registrant has not yet been phased into the interactive data
    requirements.  DOCUMENTS
    INCORPORATED BY REFERENCE
  Parts of Form 10-K into whichDocument

Document is
    IncorporatedProxy Statement for the 2010 Annual Meeting of Shareholders,
    which will be filed with the Securities and Exchange Commission
    within 120 days after the end of the registrants
    fiscal year ended December 31, 2009.

III




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MYLAN
    INC.
  INDEX TO
    FORM 10-K
 For the
    Year Ended December 31, 2009
   
 PagePART IITEM 1.


Business


3ITEM 1A.


Risk Factors


21ITEM 1B.


Unresolved Staff Comments


41ITEM 2.


Properties


41ITEM 3.


Legal Proceedings


42ITEM 4.


Submission of Matters to a Vote of Security
    Holders


46PART IIITEM 5.


Market for Registrants Common Equity,
    Related Stockholder Matters and Issuer Purchases of Equity
    Securities


46ITEM 6.


Selected Financial Data


48ITEM 7.


Managements Discussion and Analysis of
    Financial Condition and Results of Operations


49ITEM 7A.


Quantitative and Qualitative Disclosures about
    Market Risk


73ITEM 8.


Financial Statements and Supplementary Data


75ITEM 9.


Changes in and Disagreements with Accountants on
    Accounting and Financial Disclosure


126ITEM 9A.


Controls and Procedures


126ITEM 9B.


Other Information


126PART IIIITEM 10.


Directors, Executive Officers and Corporate
    Governance


126ITEM 11.


Executive Compensation


126ITEM 12.


Security Ownership of Certain Beneficial Owners
    and Management and Related Stockholder Matters


126ITEM 13.


Certain Relationships and Related Transactions,
    and Director Independence


126ITEM 14.


Principal Accounting Fees and Services


127PART IVITEM 15.


Exhibits and Financial Statement Schedules


127Signatures





133EX-10.20.AEX-10.20.BEX-10.31.AEX-10.31.BEX-10.31.CEX-21EX-23EX-31.1EX-31.2EX-32   2




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PART I  ITEM 1.
    Business      Overview
               3




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Our
    Operations
  Form 10-K
    Generics
    Segment
  North
    America
        ®
   4




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first-to-file
    EMEA
        first-to-market
  first-to-market
   5




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Asia
    Pacific
           6




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Specialty
    Segment
  ®
    ®
    Product
    Development and Government Regulation
  Generics
    Segment
  North
    America
   7




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Approved Drug Products with Therapeutic Equivalence
    Evaluations and/or
      NDA.
  ANDA.
    and/or
   8




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difficult-to-formulate
         9




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24-month
  and/or
   10




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EMEA
           11




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60-day 60-day
                   12




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Asia
    Pacific
          Part 3-3
     13




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14




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Specialty
    Segment
    
    laboratory and preclinical tests;
    submission of an Investigational New Drug (IND)
    application, which must become effective before clinical studies
    may begin;
    adequate and well-controlled human clinical studies to establish
    the safety and efficacy of the proposed product for its intended
    use;
    submission of an NDA containing the results of the preclinical
    tests and clinical studies establishing the safety and efficacy
    of the proposed product for its intended use, as well as
    extensive data addressing matters such as manufacturing and
    quality assurance;
    scale-up to
    commercial manufacturing; and
    FDA approval of an NDA.  30-day
    
    Phase I:  The drug is initially introduced into
    a relatively small number of healthy human subjects or patients
    and is tested for safety, dosage tolerance, mechanism of action,
    absorption, metabolism, distribution and excretion.
    Phase II:  Studies are performed with a limited
    patient population to identify possible adverse effects and
    safety risks, to assess the efficacy of the product for specific
    targeted diseases or conditions, and to determine dosage
    tolerance and optimal dosage. 15




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
    Phase III:  When Phase II evaluations
    demonstrate that a dosage range of the product is effective and
    has an acceptable safety profile, Phase III trials are
    undertaken to evaluate further dosage and clinical efficacy and
    to test further for safety in an expanded patient population at
    geographically dispersed clinical study sites.          and/or
  Research
    and Development
      
    development of both branded and generic finished dose products
    for the global marketplace, including ARV programs; 16




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
    development of pharmaceutical products that are technically
    difficult to formulate or manufacture because of either unusual
    factors that affect their stability or bioequivalence or
    unusually stringent regulatory requirements;
    development of novel controlled-release technologies and the
    application of these technologies to reference products;
    development of unit dose oral inhalation products for
    nebulization;
    development of API;
    development of drugs that target smaller, specialized or
    underserved markets;
    development of generic drugs that represent
    first-to-file
    opportunities in the U.S. market;
    expansion of the existing solid oral dosage product portfolio,
    including with respect to additional dosage strengths;
    completion of additional preclinical and clinical studies for
    approved NDA products required by the FDA, known as
    post-approval (Phase IV) commitments; and
    conducting life-cycle management studies intended to further
    define the profile of products subject to pending or approved
    NDAs.        first-to-file
  Patents,
    Trademarks and Licenses
     17




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case-by-case
    Customers
    and Marketing
  Generics
    Segment
      Specialty
    Segment
     18




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Competition
      United States.
      and/or
  and/or
  France.
  Italy.
  Spain. and/or
 19




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Germany.
  United Kingdom.
  Australia.
  Japan.
  India.
  Product
    Liability
      Raw
    Materials
   20




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Seasonality
    Environment
    Employees
  non-U.S. Mylan
  Securities
    Exchange Act Reports
  Form 10-K, Form 10-Q Form 8-K. Form 10-K 1-800-SEC-0330.
  ITEM 1A.
    Risk
    Factors    CURRENT ECONOMIC CONDITIONS MAY ADVERSELY AFFECT OUR
    INDUSTRY, BUSINESS, FINANCIAL POSITION AND RESULTS OF OPERATIONS
    AND COULD CAUSE THE MARKET VALUE OF OUR COMMON STOCK TO
    DECLINE.
   21




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##### Table of Contents



OUR CONTINUING INTEGRATION OF THE FORMER MERCK GENERICS
    BUSINESS INVOLVES A NUMBER OF RISKS. THESE RISKS COULD CAUSE A
    MATERIAL ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL POSITION AND
    RESULTS OF OPERATIONS AND COULD CAUSE THE MARKET VALUE OF OUR
    COMMON STOCK TO DECLINE.
    
    difficulties in successfully integrating the operations and
    personnel of the former Merck Generics business with our
    historical business and corporate culture;
    difficulties in achieving identified financial and operating
    synergies;
    diversion of managements attention from our ongoing
    business concerns to integration matters;
    the potential loss of key personnel or customers;
    difficulties in consolidating information technology platforms,
    business applications and corporate infrastructure;
    our substantial indebtedness and assumed liabilities;
    the incurrence of significant additional capital expenditures,
    operating expenses and non-recurring acquisition-related charges;
    challenges in operating in other markets outside of the U.S.
    that are new to us; and
    unanticipated effects of export controls, exchange rate
    fluctuations, domestic and foreign political conditions or
    domestic and foreign economic conditions.    WE MAY FAIL TO REALIZE THE EXPECTED COST SAVINGS, GROWTH
    OPPORTUNITIES AND OTHER BENEFITS ANTICIPATED FROM THE
    ACQUISITIONS OF THE FORMER MERCK GENERICS BUSINESS AND MATRIX,
    WHICH COULD HAVE A MATERIAL ADVERSE EFFECT ON OUR BUSINESS,
    FINANCIAL POSITION AND RESULTS OF OPERATIONS AND COULD CAUSE THE
    MARKET VALUE OF OUR COMMON STOCK TO DECLINE.
       22




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WE HAVE GROWN AT A VERY RAPID PACE. OUR INABILITY TO
    PROPERLY MANAGE OR SUPPORT THIS GROWTH MAY HAVE A MATERIAL
    ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL POSITION AND RESULTS
    OF OPERATIONS AND COULD CAUSE THE MARKET VALUE OF OUR COMMON
    STOCK TO DECLINE.
    OUR GLOBAL FOOTPRINT EXPOSES US TO ADDITIONAL RISKS WHICH
    COULD HAVE A MATERIAL ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL
    POSITION AND RESULTS OF OPERATIONS AND COULD CAUSE THE MARKET
    VALUE OF OUR COMMON STOCK TO DECLINE.
    
    compliance with a variety of national and local laws of
    countries in which we do business, including restrictions on the
    import and export of certain intermediates, drugs and
    technologies;
    changes in laws, regulations, and practices affecting the
    pharmaceutical industry and the healthcare system, including but
    not limited to imports, exports, manufacturing, cost, pricing,
    reimbursement, approval, inspection, and delivery of healthcare;
    fluctuations in exchange rates for transactions conducted in
    currencies other than the functional currency;
    adverse changes in the economies in which we operate as a result
    of a slowdown in overall growth, a change in government or
    economic liberalization policies, or financial, political or
    social instability in such countries that affects the markets in
    which we operate, particularly emerging markets;
    wage increases or rising inflation in the countries in which we
    operate;
    supply disruptions, and increases in energy and transportation
    costs;
    natural disasters, including droughts, floods and earthquakes in
    the countries in which we operate;
    communal disturbances, terrorist attacks, riots or regional
    hostilities in the countries in which we operate; and
    government uncertainty, including as a result of new or changed
    laws and regulations.    OUR FUTURE REVENUE GROWTH AND PROFITABILITY ARE DEPENDENT
    UPON OUR ABILITY TO DEVELOP AND/OR LICENSE, OR OTHERWISE
    ACQUIRE, AND INTRODUCE NEW PRODUCTS ON A TIMELY BASIS IN
    RELATION TO OUR COMPETITORS PRODUCT INTRODUCTIONS. OUR
    FAILURE TO DO SO SUCCESSFULLY COULD HAVE A MATERIAL ADVERSE
    EFFECT ON OUR BUSINESS, FINANCIAL POSITION AND RESULTS OF
    OPERATIONS AND COULD CAUSE THE MARKET VALUE OF OUR COMMON STOCK
    TO DECLINE.
  and/or
 23




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and/or
    first-to-file
   24




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IF THE INTERCOMPANY TERMS OF CROSS BORDER ARRANGEMENTS WE
    HAVE AMONG OUR SUBSIDIARIES ARE DETERMINED TO BE INAPPROPRIATE,
    OUR TAX LIABILITY MAY INCREASE, WHICH COULD HAVE A MATERIAL
    ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL POSITION AND RESULTS
    OF OPERATIONS AND COULD CAUSE THE MARKET VALUE OF OUR COMMON
    STOCK TO DECLINE.
    UNANTICIPATED CHANGES IN OUR TAX PROVISIONS OR EXPOSURE TO
    ADDITIONAL INCOME TAX LIABILITIES COULD HAVE A MATERIAL ADVERSE
    EFFECT ON OUR BUSINESS, FINANCIAL POSITION AND RESULTS OF
    OPERATIONS AND COULD CAUSE THE MARKET VALUE OF OUR COMMON STOCK
    TO DECLINE.
    CHANGES IN INCOME TAX LAWS AND TAX RULINGS MAY HAVE A
    SIGNIFICANTLY ADVERSE IMPACT ON OUR EFFECTIVE TAX RATE AND
    INCOME TAX EXPENSE, WHICH COULD HAVE A MATERIAL ADVERSE EFFECT
    ON OUR BUSINESS, FINANCIAL POSITION AND RESULTS OF OPERATIONS
    AND COULD CAUSE THE MARKET VALUE OF OUR COMMON STOCK TO
    DECLINE.
  non-U.S. source non-U.S. source
 25




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OUR APPROVED PRODUCTS MAY NOT ACHIEVE EXPECTED
    LEVELS OF MARKET ACCEPTANCE, WHICH COULD HAVE A MATERIAL
    ADVERSE EFFECT ON OUR PROFITABILITY, BUSINESS, FINANCIAL
    POSITION AND RESULTS OF OPERATIONS AND COULD CAUSE THE MARKET
    VALUE OF OUR COMMON STOCK TO DECLINE.
    
    the availability of alternative products from our competitors;
    the price of our products relative to that of our competitors;
    the timing of our market entry;
    the ability to market our products effectively to the retail
    level; and
    the acceptance of our products by government and private
    formularies.    A RELATIVELY SMALL GROUP OF PRODUCTS MAY REPRESENT A
    SIGNIFICANT PORTION OF OUR NET REVENUES, GROSS PROFIT OR NET
    EARNINGS FROM TIME TO TIME. IF THE VOLUME OR PRICING OF ANY OF
    THESE PRODUCTS DECLINES, IT COULD HAVE A MATERIAL ADVERSE EFFECT
    ON OUR BUSINESS, FINANCIAL POSITION AND RESULTS OF OPERATIONS
    AND COULD CAUSE THE MARKET VALUE OF OUR COMMON STOCK TO
    DECLINE.
    WE FACE VIGOROUS COMPETITION FROM OTHER PHARMACEUTICAL
    MANUFACTURERS THAT THREATENS THE COMMERCIAL ACCEPTANCE AND
    PRICING OF OUR PRODUCTS. SUCH COMPETITION COULD HAVE A MATERIAL
    ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL POSITION AND RESULTS
    OF OPERATIONS AND COULD CAUSE THE MARKET VALUE OF OUR COMMON
    STOCK TO DECLINE.
    
    proprietary processes or delivery systems;
    larger research and development and marketing staffs;
    larger production capabilities in a particular therapeutic area;
    more experience in preclinical testing and human clinical trials;
    more products; or
    more experience in developing new drugs and greater financial
    resources, particularly with regard to manufacturers of branded
    products. 26




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BECAUSE THE PHARMACEUTICAL INDUSTRY IS HEAVILY REGULATED,
    WE FACE SIGNIFICANT COSTS AND UNCERTAINTIES ASSOCIATED WITH OUR
    EFFORTS TO COMPLY WITH APPLICABLE REGULATIONS. SHOULD WE FAIL TO
    COMPLY, WE COULD EXPERIENCE MATERIAL ADVERSE EFFECTS ON OUR
    BUSINESS, FINANCIAL POSITION AND RESULTS OF OPERATIONS, AND THE
    MARKET VALUE OF OUR COMMON STOCK COULD DECLINE.
  and/or
       27




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OUR REPORTING AND PAYMENT OBLIGATIONS UNDER THE MEDICARE
    AND/OR MEDICAID REBATE PROGRAM AND OTHER GOVERNMENTAL PURCHASING
    AND REBATE PROGRAMS ARE COMPLEX AND MAY INVOLVE SUBJECTIVE
    DECISIONS THAT COULD CHANGE AS A RESULT OF NEW BUSINESS
    CIRCUMSTANCES, NEW REGULATORY GUIDANCE, OR ADVICE OF LEGAL
    COUNSEL. ANY DETERMINATION OF FAILURE TO COMPLY WITH THOSE
    OBLIGATIONS COULD SUBJECT US TO PENALTIES AND SANCTIONS WHICH
    COULD HAVE A MATERIAL ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL
    POSITION AND RESULTS OF OPERATIONS, AND THE MARKET VALUE OF OUR
    COMMON STOCK COULD DECLINE.
  and/or
  and/or
  and/or and/or and/or
  WE EXPEND A SIGNIFICANT AMOUNT OF RESOURCES ON RESEARCH
    AND DEVELOPMENT EFFORTS THAT MAY NOT LEAD TO SUCCESSFUL PRODUCT
    INTRODUCTIONS. FAILURE TO SUCCESSFULLY INTRODUCE PRODUCTS INTO
    THE MARKET COULD HAVE A MATERIAL ADVERSE EFFECT ON OUR BUSINESS,
    FINANCIAL POSITION AND RESULTS OF OPERATIONS, AND THE MARKET
    VALUE OF OUR COMMON STOCK COULD DECLINE.
  difficult-to-formulate and/or
 28




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A SIGNIFICANT PORTION OF OUR NET REVENUES IS DERIVED FROM
    SALES TO A LIMITED NUMBER OF CUSTOMERS. ANY SIGNIFICANT
    REDUCTION OF BUSINESS WITH ANY OF THESE CUSTOMERS COULD HAVE A
    MATERIAL ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL POSITION AND
    RESULTS OF OPERATIONS, AND THE MARKET VALUE OF OUR COMMON STOCK
    COULD DECLINE.
    THE USE OF LEGAL, REGULATORY AND LEGISLATIVE STRATEGIES BY
    COMPETITORS, BOTH BRAND AND GENERIC, INCLUDING AUTHORIZED
    GENERICS AND CITIZENS PETITIONS, AS WELL AS THE
    POTENTIAL IMPACT OF PROPOSED LEGISLATION, MAY INCREASE OUR COSTS
    ASSOCIATED WITH THE INTRODUCTION OR MARKETING OF OUR GENERIC
    PRODUCTS, COULD DELAY OR PREVENT SUCH INTRODUCTION AND/OR COULD
    SIGNIFICANTLY REDUCE OUR PROFIT POTENTIAL. THESE FACTORS COULD
    HAVE A MATERIAL ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL
    POSITION AND RESULTS OF OPERATIONS AND COULD CAUSE THE MARKET
    VALUE OF OUR COMMON STOCK TO DECLINE.
    
    entering into agreements whereby other generic companies will
    begin to market an authorized generic, a generic equivalent of a
    branded product, at the same time generic competition initially
    enters the market;
    filing citizens petitions with the FDA or other regulatory
    bodies, including timing the filings so as to thwart generic
    competition by causing delays of our product approvals;
    seeking to establish regulatory and legal obstacles that would
    make it more difficult to demonstrate bioequivalence;
    initiating legislative efforts to limit the substitution of
    generic versions of brand pharmaceuticals;
    filing suits for patent infringement that may delay regulatory
    approval of many generic products;
    introducing next-generation products prior to the
    expiration of market exclusivity for the reference product,
    which often materially reduces the demand for the first generic
    product for which we seek regulatory approval;
    obtaining extensions of market exclusivity by conducting
    clinical trials of brand drugs in pediatric populations or by
    other potential methods;
    persuading regulatory bodies to withdraw the approval of brand
    name drugs for which the patents are about to expire, thus
    allowing the brand name company to obtain new patented products
    serving as substitutes for the products withdrawn; and
    seeking to obtain new patents on drugs for which patent
    protection is about to expire. 29




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WE HAVE SUBSTANTIAL INDEBTEDNESS AND WILL BE REQUIRED TO
    APPLY A SUBSTANTIAL PORTION OF OUR CASH FLOW FROM OPERATIONS TO
    SERVICE OUR INDEBTEDNESS. OUR SUBSTANTIAL INDEBTEDNESS COULD
    LEAD TO ADVERSE CONSEQUENCES THAT MAY HAVE A MATERIAL ADVERSE
    EFFECT ON OUR BUSINESS, FINANCIAL POSITION AND RESULTS OF
    OPERATIONS AND COULD CAUSE THE MARKET VALUE OF OUR COMMON STOCK
    TO DECLINE.
    
    increasing our vulnerability to general adverse economic and
    industry conditions;
    requiring us to dedicate a substantial portion of our cash flow
    from operations and proceeds of any equity issuances to payments
    on our indebtedness, thereby reducing the availability of cash
    flow to fund working capital, capital expenditures, acquisitions
    and investments and other general corporate purposes;
    making it difficult for us to optimally capitalize and manage
    the cash flow for our businesses;
    limiting our flexibility in planning for, or reacting to,
    changes in our businesses and the markets in which we operate;
    making it difficult for us to meet the leverage and interest
    coverage ratios required by our Senior Credit Agreement;
    limiting our ability to borrow money or sell stock to fund our
    working capital, capital expenditures, acquisitions and debt
    service requirements and other financing needs;
    increasing our vulnerability to increases in interest rates in
    general because a substantial portion of our indebtedness bears
    interest at floating rates;
    requiring us to sell assets in order to pay down debt; and
    placing us at a competitive disadvantage to our competitors that
    have less debt.   30




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WE MAY DECIDE TO SELL ASSETS WHICH COULD ADVERSELY AFFECT
    OUR PROSPECTS AND OPPORTUNITIES FOR GROWTH, AND WHICH COULD HAVE
    A MATERIAL ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL POSITION
    AND RESULTS OF OPERATIONS AND COULD CAUSE THE MARKET VALUE OF
    OUR COMMON STOCK TO DECLINE.
  and/or
  OUR CREDIT FACILITIES AND ANY ADDITIONAL INDEBTEDNESS WE
    INCUR IN THE FUTURE IMPOSE, OR MAY IMPOSE, SIGNIFICANT OPERATING
    AND FINANCIAL RESTRICTIONS, WHICH MAY PREVENT US FROM
    CAPITALIZING ON BUSINESS OPPORTUNITIES. THESE FACTORS COULD HAVE
    A MATERIAL ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL POSITION
    AND RESULTS OF OPERATIONS AND COULD CAUSE THE MARKET VALUE OF
    OUR COMMON STOCK TO DECLINE.
    WE DEPEND ON THIRD-PARTY SUPPLIERS AND DISTRIBUTORS FOR
    THE RAW MATERIALS, PARTICULARLY THE CHEMICAL COMPOUND(S)
    COMPRISING THE ACTIVE PHARMACEUTICAL INGREDIENT, THAT WE USE TO
    MANUFACTURE OUR PRODUCTS AS WELL AS CERTAIN FINISHED GOODS. A
    PROLONGED INTERRUPTION IN THE SUPPLY OF SUCH PRODUCTS COULD HAVE
    A MATERIAL ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL POSITION
    AND RESULTS OF OPERATIONS AND COULD CAUSE THE MARKET VALUE OF
    OUR COMMON STOCK TO DECLINE.
     31




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OUR BUSINESS IS HIGHLY DEPENDENT UPON MARKET PERCEPTIONS
    OF US, OUR BRANDS AND THE SAFETY AND QUALITY OF OUR PRODUCTS.
    OUR BUSINESS OR BRANDS COULD BE SUBJECT TO NEGATIVE PUBLICITY,
    WHICH COULD HAVE A MATERIAL ADVERSE EFFECT ON OUR BUSINESS,
    FINANCIAL POSITION AND RESULTS OF OPERATIONS AND COULD CAUSE THE
    MARKET VALUE OF OUR COMMON STOCK TO DECLINE.
    WE HAVE A LIMITED NUMBER OF MANUFACTURING FACILITIES
    PRODUCING A SUBSTANTIAL PORTION OF OUR PRODUCTS. PRODUCTION AT
    ANY ONE OF THESE FACILITIES COULD BE INTERRUPTED, WHICH COULD
    HAVE A MATERIAL ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL
    POSITION AND RESULTS OF OPERATIONS AND COULD CAUSE THE MARKET
    VALUE OF OUR COMMON STOCK TO DECLINE.
    WE MAY EXPERIENCE DECLINES IN THE SALES VOLUME AND PRICES
    OF OUR PRODUCTS AS THE RESULT OF THE CONTINUING TREND TOWARD
    CONSOLIDATION OF CERTAIN CUSTOMER GROUPS, SUCH AS THE WHOLESALE
    DRUG DISTRIBUTION AND RETAIL PHARMACY INDUSTRIES, AS WELL AS THE
    EMERGENCE OF LARGE BUYING GROUPS. THE RESULT OF SUCH
    DEVELOPMENTS COULD HAVE A MATERIAL ADVERSE EFFECT ON OUR
    BUSINESS, FINANCIAL POSITION AND RESULTS OF OPERATIONS AND COULD
    CAUSE THE MARKET VALUE OF OUR COMMON STOCK TO DECLINE.
   32




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OUR COMPETITORS, INCLUDING BRANDED PHARMACEUTICAL
    COMPANIES, OR OTHER THIRD PARTIES MAY ALLEGE THAT WE ARE
    INFRINGING THEIR INTELLECTUAL PROPERTY, FORCING US TO EXPEND
    SUBSTANTIAL RESOURCES IN RESULTING LITIGATION, THE OUTCOME OF
    WHICH IS UNCERTAIN. ANY UNFAVORABLE OUTCOME OF SUCH LITIGATION,
    INCLUDING IN AN AT-RISK LAUNCH SITUATION, COULD HAVE
    A MATERIAL ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL POSITION
    AND RESULTS OF OPERATIONS AND COULD CAUSE THE MARKET VALUE OF
    OUR COMMON STOCK TO DECLINE.
      WE MAY EXPERIENCE REDUCTIONS IN THE LEVELS OF
    REIMBURSEMENT FOR PHARMACEUTICAL PRODUCTS BY GOVERNMENTAL
    AUTHORITIES, HMOS OR OTHER THIRD-PARTY PAYERS. IN ADDITION, THE
    USE OF TENDER SYSTEMS COULD REDUCE PRICES FOR OUR PRODUCTS OR
    REDUCE OUR MARKET OPPORTUNITIES. ANY SUCH REDUCTIONS COULD HAVE
    A MATERIAL ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL POSITION
    AND RESULTS OF OPERATIONS AND COULD CAUSE THE MARKET VALUE OF
    OUR COMMON STOCK TO DECLINE.
     33




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LEGISLATIVE OR REGULATORY PROGRAMS THAT MAY INFLUENCE
    PRICES OF PHARMACEUTICAL PRODUCTS COULD HAVE A MATERIAL ADVERSE
    EFFECT ON OUR BUSINESS, FINANCIAL POSITION AND RESULTS OF
    OPERATIONS AND COULD CAUSE THE MARKET VALUE OF OUR COMMON STOCK
    TO DECLINE.
  and/or and/or
      HEALTHCARE REFORM LEGISLATION COULD HAVE A MATERIAL
    ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL POSITION AND RESULTS
    OF OPERATIONS AND COULD CAUSE THE MARKET VALUE OF OUR COMMON
    STOCK TO DECLINE.
    out-of-pocket
   34




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WE ARE INVOLVED IN VARIOUS LEGAL PROCEEDINGS AND CERTAIN
    GOVERNMENT INQUIRIES AND MAY EXPERIENCE UNFAVORABLE OUTCOMES OF
    SUCH PROCEEDINGS OR INQUIRIES, WHICH COULD HAVE A MATERIAL
    ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL POSITION AND RESULTS
    OF OPERATIONS AND COULD CAUSE THE MARKET VALUE OF OUR COMMON
    STOCK TO DECLINE.
  and/or
    and/or
  WE ENTER INTO VARIOUS AGREEMENTS IN THE NORMAL COURSE OF
    BUSINESS WHICH PERIODICALLY INCORPORATE PROVISIONS WHEREBY WE
    INDEMNIFY THE OTHER PARTY TO THE AGREEMENT. IN THE EVENT THAT WE
    WOULD HAVE TO PERFORM UNDER THESE INDEMNIFICATION PROVISIONS, IT
    COULD HAVE A MATERIAL ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL
    POSITION AND RESULTS OF OPERATIONS AND COULD CAUSE THE MARKET
    VALUE OF OUR COMMON STOCK TO DECLINE.
   35




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OUR FUTURE SUCCESS IS HIGHLY DEPENDENT ON OUR CONTINUED
    ABILITY TO ATTRACT AND RETAIN KEY PERSONNEL. ANY FAILURE TO
    ATTRACT AND RETAIN KEY PERSONNEL COULD HAVE A MATERIAL ADVERSE
    EFFECT ON OUR BUSINESS, FINANCIAL POSITION AND RESULTS OF
    OPERATIONS AND COULD CAUSE THE MARKET VALUE OF OUR COMMON STOCK
    TO DECLINE.
    WE ARE IN THE PROCESS OF ENHANCING AND FURTHER DEVELOPING
    OUR GLOBAL ENTERPRISE RESOURCE PLANNING SYSTEMS AND ASSOCIATED
    BUSINESS APPLICATIONS. AS WITH ANY ENHANCEMENTS OF SIGNIFICANT
    SYSTEMS, DIFFICULTIES ENCOUNTERED COULD RESULT IN BUSINESS
    INTERRUPTIONS, AND COULD HAVE A MATERIAL ADVERSE EFFECT ON OUR
    BUSINESS, FINANCIAL POSITION AND RESULTS OF OPERATIONS AND COULD
    CAUSE THE MARKET VALUE OF OUR COMMON STOCK TO DECLINE.
    ANY FUTURE ACQUISITIONS OR DIVESTITURES WOULD INVOLVE A
    NUMBER OF INHERENT RISKS. THESE RISKS COULD CAUSE A MATERIAL
    ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL POSITION AND RESULTS
    OF OPERATIONS AND COULD CAUSE THE MARKET VALUE OF OUR COMMON
    STOCK TO DECLINE.
     36




---



##### Table of Contents



MATRIX, AN IMPORTANT PART OF OUR BUSINESS, IS LOCATED
    IN INDIA AND IT IS SUBJECT TO REGULATORY, ECONOMIC, SOCIAL AND
    POLITICAL UNCERTAINTIES IN INDIA. THESE RISKS COULD CAUSE A
    MATERIAL ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL POSITION AND
    RESULTS OF OPERATIONS AND COULD CAUSE THE MARKET VALUE OF OUR
    COMMON STOCK TO DECLINE.
        MOVEMENTS IN FOREIGN CURRENCY EXCHANGE RATES COULD HAVE A
    MATERIAL ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL POSITION AND
    RESULTS OF OPERATIONS AND COULD CAUSE THE MARKET VALUE OF OUR
    COMMON STOCK TO DECLINE.
    IF WE OR ANY PARTNER FAIL TO ADEQUATELY PROTECT OR ENFORCE
    OUR INTELLECTUAL PROPERTY RIGHTS, THEN WE COULD LOSE REVENUE
    UNDER OUR LICENSING AGREEMENTS OR LOSE SALES TO GENERIC COPIES
    OF OUR BRANDED PRODUCTS. THESE RISKS COULD CAUSE A MATERIAL
    ADVERSE EFFECT ON OUR BUSINESS,
 37




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##### Table of Contents



FINANCIAL POSITION AND RESULTS OF OPERATIONS AND COULD
    CAUSE THE MARKET VALUE OF OUR COMMON STOCK TO DECLINE.
    and/or
  OUR SPECIALTY BUSINESS DEVELOPS, FORMULATES, MANUFACTURES
    OR IN-LICENSES AND MARKETS BRANDED PRODUCTS THAT ARE SUBJECT TO
    RISKS. THESE RISKS COULD CAUSE A MATERIAL ADVERSE EFFECT ON OUR
    BUSINESS, FINANCIAL POSITION AND RESULTS OF OPERATIONS AND COULD
    CAUSE THE MARKET VALUE OF OUR COMMON STOCK TO DECLINE.
    
    limited patent life, or the loss of patent protection;
    competition from generic products;
    reductions in reimbursement rates by third-party payors;
    importation by consumers;
    product liability;
    drug development risks arising from typically greater research
    and development investments than generics; and
    unpredictability with regard to establishing a market.    WE MUST MAINTAIN ADEQUATE INTERNAL CONTROLS AND BE ABLE,
    ON AN ANNUAL BASIS, TO PROVIDE AN ASSERTION AS TO THE
    EFFECTIVENESS OF SUCH CONTROLS. FAILURE TO MAINTAIN ADEQUATE
    INTERNAL CONTROLS OR TO IMPLEMENT NEW OR IMPROVED CONTROLS COULD
    HAVE A MATERIAL ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL
 38




---



##### Table of Contents



POSITION AND RESULTS OF OPERATIONS AND COULD CAUSE THE
    MARKET VALUE OF OUR COMMON STOCK TO DECLINE.
    THE TOTAL AMOUNT OF INDEBTEDNESS RELATED TO OUR
    OUTSTANDING CASH CONVERTIBLE NOTES WILL INCREASE IF OUR
    STOCK PRICE INCREASES. IN ADDITION, OUR OUTSTANDING SENIOR
    NOTES SETTLEMENT VALUE INCREASES AS OUR STOCK PRICE
    INCREASES, ALTHOUGH WE DO NOT ACCOUNT FOR THIS AS AN INCREASE IN
    INDEBTEDNESS. ALSO, WE HAVE ENTERED INTO NOTE HEDGES AND
    WARRANT TRANSACTIONS IN CONNECTION WITH THE SENIOR CONVERTIBLE
    NOTES AND CASH CONVERTIBLE NOTES IN ORDER TO HEDGE
    SOME OF THE RISK ASSOCIATED WITH THE POTENTIAL INCREASE OF
    INDEBTEDNESS AND SETTLEMENT VALUE. SUCH TRANSACTIONS HAVE BEEN
    CONSUMMATED WITH CERTAIN COUNTERPARTIES, MAINLY HIGHLY RATED
    FINANCIAL INSTITUTIONS. ANY INCREASE IN INDEBTEDNESS, NET
    EXPOSURE RELATED TO THE RISK OR FAILURE OF ANY COUNTERPARTIES TO
    PERFORM THEIR OBLIGATIONS, COULD HAVE ADVERSE EFFECTS ON US,
    INCLUDING UNDER OUR DEBT AGREEMENTS, AND COULD HAVE A MATERIAL
    ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL POSITION AND RESULTS
    OF OPERATIONS AND COULD CAUSE THE MARKET VALUE OF OUR COMMON
    STOCK TO DECLINE.
   39




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##### Table of Contents



THERE ARE INHERENT UNCERTAINTIES INVOLVED IN ESTIMATES,
    JUDGMENTS AND ASSUMPTIONS USED IN THE PREPARATION OF FINANCIAL
    STATEMENTS IN ACCORDANCE WITH GAAP. ANY FUTURE CHANGES IN
    ESTIMATES, JUDGMENTS AND ASSUMPTIONS USED OR NECESSARY REVISIONS
    TO PRIOR ESTIMATES, JUDGMENTS OR ASSUMPTIONS OR CHANGES IN
    ACCOUNTING STANDARDS COULD LEAD TO A RESTATEMENT OR REVISION TO
    PREVIOUSLY CONSOLIDATED FINANCIAL STATEMENTS WHICH COULD HAVE A
    MATERIAL ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL POSITION AND
    RESULTS OF OPERATIONS AND COULD CAUSE THE MARKET VALUE OF OUR
    COMMON STOCK TO DECLINE.
    WE ARE SUBJECT TO THE U.S. FOREIGN CORRUPT PRACTICES ACT
    AND SIMILAR WORLDWIDE ANTI-BRIBERY LAWS, WHICH IMPOSE
    RESTRICTIONS AND MAY CARRY SUBSTANTIAL PENALTIES. ANY VIOLATIONS
    OF THESE LAWS, OR ALLEGATIONS OF SUCH VIOLATIONS, COULD HAVE A
    MATERIAL ADVERSE EFFECT ON OUR BUSINESS, FINANCIAL POSITION AND
    RESULTS OF OPERATIONS AND COULD CAUSE THE MARKET VALUE OF OUR
    COMMON STOCK TO DECLINE.
   40




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##### Table of Contents



ITEM 1B.
    Unresolved
    Staff Comments    ITEM 2.
    Properties      Primary Segment

Location

Status

Primary UseGenerics Segment

North Carolina

Owned

Warehousing, DistributionWest Virginia

Owned

Manufacturing, R&D, Warehousing, AdministrativeIllinois

Owned

Manufacturing, Warehousing, AdministrativeTexas

Owned

Manufacturing, WarehousingVermont

Owned

Manufacturing, Warehousing, AdministrativePuerto Rico

Owned

Manufacturing, Warehousing, AdministrativeGermany

Leased

Administrative, WarehousingFrance

Owned

ManufacturingLeased

AdministrativeUnited Kingdom

Owned

AdministrativeLeased

Warehousing, AdministrativeIreland

Owned

Manufacturing, Warehousing, Distribution, AdministrativeLeased

WarehousingAustralia

Owned

Manufacturing, Warehousing, Distribution, AdministrativeLeased

Manufacturing, Warehousing, AdministrativeNetherlands

Leased

Warehousing, Distribution, AdministrativeBelgium

Leased

Warehousing, AdministrativeCanada

Owned

Manufacturing, Warehousing, Distribution, AdministrativeLeased

Warehousing, DistributionIndia

Owned

Manufacturing, R&D, Warehousing, Distribution,
    AdministrativeLeased

R&D, AdministrativeJapan

Owned

Manufacturing, Administrative, WarehousingLeased

Warehousing, AdministrativeChina

Owned

Manufacturing, Warehousing, AdministrativeLeased

ManufacturingSpecialty Segment

California

Owned

Manufacturing, Warehousing, Distribution, AdministrativeNew Jersey

Leased

Administrative 41




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##### Table of Contents



Primary Segment

Location

Status

Primary UseTexas

Leased

Warehousing, DistributionCorporate/Other

Pennsylvania

Owned

AdministrativeNew York

Leased

Administrative     ITEM 3.
    Legal
    Proceedings    Lorazepam
    and Clorazepate
    Pricing
    and Medicaid Litigation
  and/or
 42




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##### Table of Contents



and/or and/or and/or and/or
     43




---



##### Table of Contents



complaint-in-intervention
  Modafinil
    Antitrust Litigation and FTC Inquiry
    Levetiracetam
    Digitek®

    Recall
   44




---



##### Table of Contents



Pioglitazone
    EU
    Commission Proceedings
        Other
    Litigation
   45




---



##### Table of Contents



ITEM 4.
    Submission
    of Matters to a Vote of Security Holders    PART II  ITEM 5.
    Market
    for Registrants Common Equity, Related Stockholder Matters
    and Issuer Purchases of Equity Securities    Calendar Year Ended
    December 31, 2009

High

LowThree months ended March 31, 2009

$
13.85


$
9.65Three months ended June 30, 2009


14.94



12.50Three months ended September 30, 2009


16.47



11.66Three months ended December 31, 2009


19.21



15.42   Calendar Year Ended
    December 31, 2008

High

LowThree months ended March 31, 2008

$
15.49


$
10.04Three months ended June 30, 2008


13.54



10.90Three months ended September 30, 2008


14.45



10.67Three months ended December 31, 2008


11.55



5.75         Number of SecuritiesRemaining Available forNumber of Securities to be


Weighted-Average Exercise


Future Issuance UnderIssued upon Exercise of


Price of Outstanding


Equity Compensation PlansOutstanding Options,


Options, Warrants and


(excluding securities reflectedWarrants and Rights


Rights


in column (a))Plan Category

(a)


(b)


(c)Equity compensation plans approved by security holders


28,644,809


$
15.02



15,677,527Equity compensation plans not approved by security holders










Total


28,644,809


$
15.02



15,677,527      46




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##### Table of Contents



STOCK
    PERFORMANCE GRAPH
    
  3/04


3/05


3/06


3/07


12/07


12/08


12/09Mylan Inc.



100.00




78.47




104.85




95.84




63.95




44.98




83.83S&P 500



100.00




106.69




119.20




133.31




139.74




88.04




111.33Dow Jones U.S. Pharmaceuticals



100.00




93.33




95.17




105.82




110.24




90.24




107.46  47




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##### Table of Contents



ITEM 6.
    Selected
    Financial Data  Form 10-K. non-U.S. subsidiaries
  Calendar


Nine MonthsYear
    Ended(2)(6)


Ended(3)(6)Calendar Year
    Ended(1)


December 31,


December 31,


Fiscal Year Ended March 31,December 31, 2009


2008


2007


2007(4)(6)


2006(5)(6)(In thousands, except per share
    amounts)Statements of Operations:Total revenues

$
5,092,785


$
5,137,585


$
2,178,761


$
1,611,819


$
1,257,164Cost of sales


3,018,313



3,067,364



1,304,313



768,151



629,548Gross profit


2,074,472



2,070,221



874,448



843,668



627,616Operating expenses:Research and development


275,258



317,217



146,063



103,692



102,431Acquired in-process research and development










1,269,036



147,000



Goodwill impairment






385,000











Selling, general and administrative


1,050,145



1,053,485



449,598



215,538



225,380Litigation settlements, net


225,717



16,634



(1,984
)


(50,116
)


12,417Earnings (loss) from operations


523,352



297,885



(988,265
)


427,554



287,388Interest expense


318,496



380,779



196,335



53,737



31,285Other income, net


22,119



11,337



86,611



50,234



18,502Earnings (loss) before income taxes and noncontrolling interest


226,975



(71,557
)


(1,097,989
)


424,051



274,605Income tax (benefit) provision


(20,773
)


128,550



53,413



207,449



90,063Net (earnings) loss attributable to the noncontrolling interest


(15,177
)


4,031



3,112



(211
)


Net earnings (loss) attributable to Mylan Inc. before preferred
    dividends


232,571



(196,076
)


(1,148,290
)


216,391



184,542Preferred dividends


139,035



139,035



15,999







Net earnings (loss) attributable to Mylan Inc. common
    shareholders

$
93,536


$
(335,111
)

$
(1,164,289
)

$
216,391


$
184,542Selected Balance Sheet data:Total assets

$
10,801,734


$
10,409,859


$
11,353,176


$
4,253,867


$
1,870,526Working capital


1,567,239



1,630,023



1,056,950



1,711,509



926,650Short-term borrowings


184,352



151,109



144,355



108,259



Long-term debt, including current portion of long-term debt


4,991,335



5,082,318



5,001,878



1,649,221



687,938Total equity


3,145,198



2,786,841



3,506,820



1,771,725



787,651Earnings (loss) per common share attributable to Mylan Inc.
    common shareholders:Basic

$
0.31


$
(1.10
)

$
(4.53
)

$
1.01


$
0.80Diluted

$
0.30


$
(1.10
)

$
(4.53
)

$
0.99


$
0.79Cash dividends declared and paid

$



$



$
0.06


$
0.24


$
0.24Weighted average common shares outstanding:Basic


305,162



304,360



257,150



215,096



229,389Diluted


306,913



304,360



257,150



219,120



234,209     (1)

    
    Calendar year 2009 cost of sales includes approximately
    $282.5 million related to the amortization of purchased
    intangibles and the amortization of the inventory
    step-up
    primarily associated with the former Merck Generics business and
    Matrix acquisitions. 48




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##### Table of Contents



(2)

    
    Calendar year 2008 cost of sales includes approximately
    $415.6 million related to the amortization of purchased
    intangibles and the amortization of the inventory
    step-up
    primarily associated with the former Merck Generics business and
    Matrix acquisitions. Calendar year 2008 also includes a goodwill
    impairment loss of $385.0 million and impairment charges on
    certain other assets of $72.5 million.(3)

    
    The nine months ended December 31, 2007 includes the
    results of the former Merck Generics business acquisition from
    October 2, 2007. In addition to the write-off of acquired
    in-process research and development of $1.27 billion, cost
    of sales includes approximately $148.9 million related to
    the amortization of purchased intangibles and the amortization
    of the inventory
    step-up
    primarily associated with the former Merck Generics business and
    Matrix acquisitions.(4)

    
    Fiscal year 2007 includes the results of the Matrix acquisition
    from January 8, 2007. In addition to the write-off of
    acquired in-process research and development of
    $147.0 million, cost of sales includes approximately
    $17.6 million primarily related to the amortization of
    intangibles and the inventory
    step-up
    primarily associated with the acquisition.(5)

    
    Fiscal year 2006 does not include stock-based compensation
    expense, because the adoption of the guidance issued by the
    Financial Accounting Standards Board (FASB) that
    requires the recognition in the financial statements of such
    expense did not occur until April 1, 2006, and the Company
    elected the prospective method.(6)

    
    Calendar year 2008, the nine months ended December 31,
    2007, and fiscal years 2007 and 2006 have been revised in
    accordance with the updated accounting guidance regarding
    noncontrolling interests and accounting related to the
    Companys outstanding Convertible Notes which the Company
    adopted on January 1, 2009. See Note 2 to Consolidated
    Financial Statements.  ITEM 7.
    Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations    Form 10-K Form 10-K.
  Executive
    Overview
   49




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##### Table of Contents



step-up);
  Change in
    Fiscal Year
    
    calendar year 2009  January 1, 2009
    through December 31, 2009;
    calendar year 2008  January 1, 2008
    through December 31, 2008;
    calendar year 2007 January 1, 2007
    through December 31, 2007;
    transition period  April 1, 2007
    through December 31, 2007; and
    comparable nine-month period 
    April 1, 2006 through December 31, 2006.    Acquisition
    of the Remaining Interest in Matrix Laboratories
    Limited
    Bystolictm
   50




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##### Table of Contents



Goodwill
    Impairment
  ®
          Income Approach:
 51




---



##### Table of Contents



Market-Based Approach:
          Product
    Opportunities
  ®
  ®
  ®
 52




---



##### Table of Contents



Financial
    Summary
  tm
      Calendar
    year 2009:
  
    Charges consisting primarily of incremental amortization related
    to purchased intangible assets and the amortization of the
    inventory
    step-up
    associated with the acquisition of the former Merck Generics
    business of $282.5 million;
    Other revenue of approximately $28.5 million resulting from
    the cancellation of product development agreements for which the
    revenue had been previously deferred;
    Net litigation charges of $225.7 million consisting
    primarily of a charge of $160 million related to a
    settlement in principle to resolve certain claims relating to
    the Companys outstanding pricing litigation and to reserve
    for the remaining pricing lawsuits to which the Company is a
    party, and a charge of $121.0 million related to the
    settlement of an investigation by the U.S. Department of
    Justice, concerning calculations of Medicaid drug rebates,
    partially offset by certain litigation related recoveries;
    Interest of $42.9 million relating to the accretion of the
    discounts on our convertible debt instruments;
    An upfront payment of $18.0 million made with respect to
    the execution of a co-development agreement;
    Rebranding costs associated with a migration to the Mylan brand
    for the former Merck Generics business totaling
    $21.4 million;
    Additional costs, primarily restructuring, related to the
    integration of recently acquired entities, and other costs,
    totaling $60.7 million;
    A tax effect of $207.5 million related to the above items
    and other taxes; and
    An income tax benefit of approximately $65.0 million
    related to losses recognized as a result of reorganizations
    among certain of our foreign subsidiaries.  Calendar
    year 2008:
  
    Charges consisting primarily of incremental amortization related
    to purchased intangible assets and the amortization of the
    inventory
    step-up
    associated with the acquisition of the former Merck Generics
    business of $415.6 million;
    The recognition of $468.1 million of deferred revenue
    related to Mylans sale of the product rights of Bystolic;
    An impairment loss on the goodwill of the Dey business of
    $385.0 million;
    Intangible asset impairment charges of $72.5 million on
    certain non-core, insignificant, third-party products;
    Net litigation charges of $16.6 million related to the
    settlement of litigation, the majority of which relates to the
    awarding of attorneys fees in a patent infringement case
    in which Mylan was the defendant; 53




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##### Table of Contents




    Interest of $29.5 million relating to the accretion of the
    discounts on our convertible debt instruments;
    Rebranding costs associated with a migration to the Mylan brand
    for the former Merck Generics business totaling
    $42.9 million;
    Consulting and information technology (IT) costs
    directly associated with the integration of newly acquired
    businesses totaling approximately $38.7 million;
    Additional costs, other than consulting and IT, primarily
    restructuring, related to the integration of recently acquired
    entities, and other costs, totaling $77.2 million; and
    A tax effect of $30.6 million related to the above items
    and other taxes.    Results
    of Operations
  Calendar Year December 31,


Nine Months December 31,2009


2008


2007


2007


2006(Unaudited)





(Unaudited)(In thousands, except per share amounts)Revenues:Net revenues

$
5,015,394


$
4,631,237


$
2,646,643


$
2,162,943


$
1,103,247Other revenues


77,391



506,348



19,380



15,818



21,310Total revenues


5,092,785



5,137,585



2,666,023



2,178,761



1,124,557Cost of sales


3,018,313



3,067,364



1,556,728



1,304,313



515,736Gross profit


2,074,472



2,070,221



1,109,295



874,448



608,821Operating expenses:Research and development


275,258



317,217



182,911



146,063



66,844Acquired in-process research anddevelopment










1,416,036



1,269,036



Goodwill impairment






385,000











Selling, general and administrative


1,050,145



1,053,485



512,387



449,598



152,784Litigation settlements, net


225,717



16,634



(5,981
)


(1,984
)


(46,154
)Total operating expenses


1,551,120



1,772,336



2,105,353



1,862,713



173,474Earnings (loss) from operations


523,352



297,885



(996,058
)


(988,265
)


435,347Interest expense


318,496



380,779



218,780



196,335



31,292Other income, net


22,119



11,337



97,060



86,611



39,785Earnings (loss) before income taxes and noncontrolling interest


226,975



(71,557
)


(1,117,778
)


(1,097,989
)


443,840Income tax (benefit) provision


(20,773
)


128,550



105,595



53,413



155,267Net earnings (loss)


247,748



(200,107
)


(1,223,373
)


(1,151,402
)


288,573Net (earnings) loss attributable to the noncontrolling interest


(15,177
)


4,031



2,901



3,112



Net earnings (loss) attributable to Mylan Inc. before preferred
    dividends


232,571



(196,076
)


(1,220,472
)


(1,148,290
)


288,573Preferred dividends


139,035



139,035



15,999



15,999



Net earnings (loss) attributable to Mylan Inc. common
    shareholders

$
93,536


$
(335,111
)

$
(1,236,471
)

$
(1,164,289
)

$
288,573Earnings (loss) per common share attributable to Mylan Inc.:Basic

$
0.31


$
(1.10
)

$
(4.95
)

$
(4.53
)

$
1.37Diluted

$
0.30


$
(1.10
)

$
(4.95
)

$
(4.53
)

$
1.34Weighted average common shares outstanding:Basic


305,162



304,360



249,652



257,150



211,075Diluted


306,913



304,360



249,652



257,150



215,275  54




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##### Table of Contents



Calendar
    Year 2009 Compared to Calendar Year 2008
  year-over-year
    Application
    of Critical Accounting Policies
  step-up
    Generics
    Segment
     55




---



##### Table of Contents



®
                 56




---



##### Table of Contents



Specialty
    Segment
  ®
  ® ®
  Operating
    Expenses
        Litigation
    Settlements, net
    Interest
    Expense
   57




---



##### Table of Contents



Other
    Income, net
    Income
    Tax Expense
    Calendar
    Year 2008 Compared to Calendar Year 2007
  Total
    Revenues and Gross Profit
    Application
    of Critical Accounting Policies
  step-up
 58




---



##### Table of Contents



Generics
    Segment
    ®
         59




---



##### Table of Contents



Specialty
    Segment
    Operating
    Expenses
      build-up
    Litigation
    Settlements, net
    Interest
    Expense
   60




---



##### Table of Contents



Other
    Income, net
  mark-to-market
  available-for-sale
  Income
    Tax Expense
    Transition
    Period Ended December 31, 2007 Compared to Nine-Month
    Period Ended December 31, 2006
    Total
    Revenues and Gross Profit
    ®
  Application of Critical
    Accounting Policies
  step-up
   61




---



##### Table of Contents



Generics
    Segment
            Specialty
    Segment
  ®
     62




---



##### Table of Contents



Operating
    Expenses
        build-up
  Litigation,
    net
    Interest
    Expense
  Liquidity and Capital
    Resources
  Other
    Income, net
       63




---



##### Table of Contents



Income
    Tax Expense
    Liquidity
    and Capital Resources
                 64




---



##### Table of Contents



To Holders of Preferred Stock ofDate Declared:

Date Payable:

Record As of:January 29, 2009

February 17, 2009

February 1, 2009April 16, 2009

May 15, 2009

May 1, 2009July 20, 2009

August 17, 2009

August 1, 2009October 20, 2009

November 16, 2009

November 1, 2009January 10, 2010

February 16, 2010

February 1, 2010          65




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##### Table of Contents



U.S.


Euro


U.S.


Euro


Senior


CashTranche A


Tranche A


Tranche B


Tranche B


Convertible


ConvertibleTerm Loans


Term Loans


Term Loans


Term Loans


Notes


Notes


Total(In thousands)2010

$



$



$



$



$



$



$
2011


























2012


78,125



126,149



25,560



7,560



600,000







837,3942013


78,125



126,149



25,560



7,560











237,3942014










2,402,640



710,640











3,113,2802015






















575,000



575,000Total

$
156,250


$
252,298


$
2,453,760


$
725,760


$
600,000


$
575,000


$
4,763,068     Contractual
    Obligations
    Less than


One-Three


Three-FiveTotal


One Year


Years


Years


Thereafter(in thousands)Operating leases

$
157,849


$
30,334


$
41,877


$
22,466


$
63,172Total debt


4,780,506



6,348



845,884



3,353,092



575,182Scheduled interest payments


709,950



159,092



310,026



219,263



21,569Preferred dividends


139,035



139,035











$
5,787,340


$
334,809


$
1,197,787


$
3,594,821


$
659,923        66




---



##### Table of Contents



and/or
     67




---



##### Table of Contents



Impact of
    Currency Fluctuations and Inflation
    Application
    of Critical Accounting Policies
      Net
    Revenue Provisions
    Current ProvisionChecks/Credits

Related to Sales

Effects ofBalance at

Issued to Third

Made in the

Foreign

Balance at12/31/2008

Parties

Current Period

Exchange

12/31/2009(in thousands)Chargebacks

$
173,213


$
(1,824,957
)

$
1,894,090


$
376


$
242,722Promotions and indirect rebates

$
330,832


$
(1,028,135
)

$
1,081,590


$
15,246


$
399,533Returns

$
81,295


$
(66,408
)

$
73,160


$
1,684


$
89,731       Returns
 68




---



##### Table of Contents



case-by-case over-the-counter
  Chargebacks
    Intangible
    Assets and Goodwill
     69




---



##### Table of Contents



and/or
    Income
    Taxes
        Legal
    Matters
      Recent
    Accounting Pronouncements
   70




---



##### Table of Contents



Calendar Year Ended


Nine Months EndedDecember 31,


December 31,2008


2008


2007


2007(in thousands, except per share amounts)

As Adjusted


As AdjustedInterest expense

$
357,045


$
380,779


$
179,410


$
196,335Loss before income taxes and noncontrolling interest


(47,823
)


(71,557
)


(1,081,064
)


(1,097,989
)Income tax provision


137,423



128,550



60,073



53,413Net loss


(185,246
)


(200,107
)


(1,141,137
)


(1,151,402
)Net loss attributable to the noncontrolling interest


4,031



4,031



3,112



3,112Net loss attributable to Mylan Inc. common shareholders


(320,250
)


(335,111
)


(1,154,024
)


(1,164,289
)Loss per common share attributable to Mylan Inc.:Basic

$
(1.05
)

$
(1.10
)

$
(4.49
)

$
(4.53
)Diluted

$
(1.05
)

$
(1.10
)

$
(4.49
)

$
(4.53
)Weighted average common shares outstanding:Basic


304,360



304,360



257,150



257,150Diluted


304,360



304,360



257,150



257,150  71




---



##### Table of Contents



December 31,
    2008

December 31,
    2008(in thousands)



As AdjustedLiabilities and equityLiabilitiesLong-term debt

$
5,165,419


$
5,078,937Deferred income tax liability


545,121



577,379Total liabilities


7,677,242



7,623,018Minority interest


29,108



EquityMylan Inc. shareholders equityAdditional paid-in capital


3,873,743



3,955,725Retained earnings


594,352



566,594Noncontrolling interest






29,108Total equity


2,703,509



2,786,841    72




---



##### Table of Contents



ITEM 7A.
    Quantitative
    and Qualitative Disclosures about Market Risk    Liquidity and Capital
    Resources
  Foreign
    Currency Exchange Risk
            
    foreign currency forward-exchange contracts  net
    present values
    foreign currency denominated receivables, payables, debt and
    loans  changes in exchange rates      Interest
    Rate and Long-Term Debt Risk
     73




---



##### Table of Contents



Investments
  available-for-sale
  available-for-sale available-for-sale available-for-sale available-for-sale available-for-sale
 74




---



##### Table of Contents



ITEM 8.
    Financial
    Statements and Supplementary Data  Index to
    Consolidated Financial Statements and
    Supplementary Financial Information
  PageConsolidated Balance Sheets as of
    December 31, 2009 and December 31, 2008


76Consolidated Statements of Operations for the
    Calendar Year Ended December 31, 2009, Calendar Year Ended
    December 31, 2008, and Nine Months Ended December 31,
    2007


77Consolidated Statements of Equity and
    Comprehensive Earnings (Loss) for the Calendar Year Ended
    December 31, 2009, Calendar Year Ended December 31,
    2008, and Nine Months Ended December 31, 2007


78Consolidated Statements of Cash Flows for the
    Calendar Year Ended December 31, 2009, Calendar Year Ended
    December 31, 2008, and Nine Months Ended December 31,
    2007


80Notes to Consolidated Financial Statements


81Managements Report on Internal Control over
    Financial Reporting


122Reports of Independent Registered Public
    Accounting Firm


123Supplementary Financial Information


125   75




---



##### Table of Contents



MYLAN
    INC. AND SUBSIDIARIESConsolidated Balance Sheets (In
    thousands, except share and per share amounts)
  December 31, 2009


December 31, 2008AssetsCurrent assets:Cash and cash equivalents

$
380,516


$
557,147Restricted cash


47,965



40,309Available-for-sale
    securities


27,559



42,260Accounts receivable, net


1,234,634



1,164,613Inventories


1,114,219



1,065,990Deferred income tax benefit


248,917



199,278Prepaid expenses and other current assets


231,576



105,076Total current assets


3,285,386



3,174,673Property, plant and equipment, net


1,122,648



1,063,996Intangible assets, net


2,384,848



2,453,161Goodwill


3,331,247



3,161,580Deferred income tax benefit


36,610



16,493Other assets


640,995



539,956Total assets

$
10,801,734


$
10,409,859Liabilities and equityLiabilitiesCurrent liabilities:Trade accounts payable

$
518,252


$
498,815Short-term borrowings


184,352



151,109Income taxes payable


69,122



92,158Current portion of long-term debt and other long-term obligations


9,522



5,099Deferred income tax liability


1,986



1,935Other current liabilities


934,913



795,534Total current liabilities


1,718,147



1,544,650Long-term debt


4,984,987



5,078,937Other long-term obligations


485,905



422,052Deferred income tax liability


467,497



577,379Total liabilities


7,656,536



7,623,018EquityMylan Inc. shareholders equityPreferred stock  par value $0.50 per shareShares authorized: 5,000,000Shares issued: 2,139,000


1,070



1,070Common stock  par value $0.50 per shareShares authorized: 1,500,000,000 and 600,000,000 as of
    December 31, 2009 and December 31, 2008Shares issued: 396,683,892 and 395,368,062 as of
    December 31, 2009 and December 31, 2008


198,342



197,684Additional paid-in capital


3,834,674



3,955,725Retained earnings


660,130



566,594Accumulated other comprehensive earnings (loss)


11,807



(380,802
)4,706,023



4,340,271Noncontrolling interest


14,052



29,108Less treasury stock  at costShares: 90,199,152 and 90,635,441 as of December 31, 2009and December 31, 2008


1,574,877



1,582,538Total equity


3,145,198



2,786,841Total liabilities and equity

$
10,801,734


$
10,409,859   See Notes to Consolidated Financial Statements
 76




---



##### Table of Contents



MYLAN
    INC. AND SUBSIDIARIESConsolidated Statements of
    Operations (In
    thousands, except per share amounts)
  Calendar Year Ended


Calendar Year Ended


Nine Months EndedDecember 31,
    2009


December 31,
    2008


December 31,
    2007Revenues:Net revenues

$
5,015,394


$
4,631,237


$
2,162,943Other revenues


77,391



506,348



15,818Total revenues


5,092,785



5,137,585



2,178,761Cost of sales


3,018,313



3,067,364



1,304,313Gross profit


2,074,472



2,070,221



874,448Operating expenses:Research and development


275,258



317,217



146,063Acquired in-process research and development










1,269,036Goodwill impairment






385,000



Selling, general and administrative


1,050,145



1,053,485



449,598Litigation settlements, net


225,717



16,634



(1,984
)Total operating expenses


1,551,120



1,772,336



1,862,713Earnings (loss) from operations


523,352



297,885



(988,265
)Interest expense


318,496



380,779



196,335Other income, net


22,119



11,337



86,611Earnings (loss) before income taxes and noncontrolling interest


226,975



(71,557
)


(1,097,989
)Income tax (benefit) provision


(20,773
)


128,550



53,413Net earnings (loss)


247,748



(200,107
)


(1,151,402
)Net (earnings) loss attributable to the noncontrolling interest


(15,177
)


4,031



3,112Net earnings (loss) attributable to Mylan Inc. before preferred
    dividends


232,571



(196,076
)


(1,148,290
)Preferred dividends


139,035



139,035



15,999Net earnings (loss) attributable to Mylan Inc. common
    shareholders

$
93,536


$
(335,111
)

$
(1,164,289
)Earnings (loss) per common share attributable










.to Mylan Inc. common shareholders:Basic

$
0.31


$
(1.10
)

$
(4.53
)Diluted

$
0.30


$
(1.10
)

$
(4.53
)Weighted average common shares outstanding:Basic


305,162



304,360



257,150Diluted


306,913



304,360



257,150   See Notes to Consolidated Financial Statements
 77




---



##### Table of Contents



MYLAN
    INC. AND SUBSIDIARIESConsolidated Statements of Equity
    and Comprehensive Earnings (Loss) (In
    thousands, except share and per share amounts)
  AccumulatedAdditional











OtherComprehensive



Preferred Stock


Common Stock


Paid-In


Retained


Treasury Stock


Comprehensive


Noncontrolling


TotalEarnings (Loss)



Shares


Cost


Shares


Cost


Capital


Earnings


Shares


Cost


Earnings


Interest


EquityBalance at March 31, 2007



















339,361,201



169,681



1,044,728



2,100,958



(90,948,957
)


(1,588,393
)


1,544



43,207



1,771,725Net loss





$
(1,151,402
)























(1,148,290
)














(3,112
)


(1,151,402
)Change in unrecognized losses and prior service cost



















































related to post-retirement plans, net of tax






(663
)



































(663
)






(663
)Foreign currency translation adjustment






87,602




































87,602







87,602Net unrecognized losses on derivatives, net of tax






(4,723
)



































(4,723
)






(4,723
)Net unrealized loss on marketable securities, net of tax


(525
)Reclassification for gains included in net earnings


(191
)


(716
)



































(716
)






(716
)Other comprehensive earnings






81,500Comprehensive loss






(1,069,902
)Comprehensive loss attributable to thenoncontrolling interest






3,112Comprehensive loss attributable to Mylan Inc.





$
(1,066,790
)Issuance of common stock, net



















55,440,000



27,720



720,331























748,051Stock options exercised, net of shares tendered for payment



















459,154



229



7,503























7,732Issuance of preferred stock, net











2,139,000



1,070











2,072,816























2,073,886Issuance of restricted stock, net of shares withheld



























(1,485
)






63,769



1,489











4Stock-based compensation expense



























17,332























17,332Tax benefit of stock option plans



























5,648























5,648Cumulative effect of adoption of guidance on income tax
    uncertainties, net of tax































(11,478
)


















(11,478
)Dividends on preferred shares































(15,999
)


















(15,999
)Purchase of subsidiary shares from noncontrolling interest















































(5,770
)


(5,770
)Dividends declared ($0.06 per common share)































(14,923
)


















(14,923
)Other



























838



(324
)


















514Balance at December 31, 2007











2,139,000



1,070



395,260,355



197,630



3,867,711



909,944



(90,885,188
)


(1,586,904
)


83,044



34,325



3,506,820Net loss





$
(200,107
)























(196,076
)














(4,031
)


(200,107
)Change in unrecognized losses and prior service costrelated to post-retirement plans, net of tax






(2,529
)



































(2,529
)






(2,529
)Foreign currency translation adjustment






(420,167
)



































(420,167
)


(244
)


(420,411
)Net unrecognized losses on derivatives, net of tax






(40,633
)



































(40,633
)






(40,633
)Net unrealized loss on marketable securities, net of tax


(577
)Reclassification for losses included in net earnings


60



(517
)



































(517
)






(517
)Other comprehensive loss






(463,846
)Comprehensive loss





$
(663,953
)Comprehensive loss attributable to the noncontrolling interest






4,275Comprehensive loss attributable to Mylan Inc.





$
(659,678
)Stock options exercised, net of shares tendered for payment



















107,707



54



1,137























1,191Issuance of restricted stock, net of shares withheld



























(5,529
)






249,747



4,366











(1,163
)Stock-based compensation expense



























30,639























30,639Tax benefit of stock option plans



























(223
)






















(223
)Sale of warrants, net



























62,560























62,560Cumulative effect of adoption of guidance on benefit plans































(8,255
)


















(8,255
)Dividends on preferred shares































(139,035
)


















(139,035
)Other



























(570
)


16















(942
)


(1,496
)Balance at December 31, 2008











2,139,000


$
1,070



395,368,062


$
197,684


$
3,955,725


$
566,594



(90,635,441
)

$
(1,582,538
)

$
(380,802
)

$
29,108


$
2,786,841   See Notes to Consolidated Financial Statements
 78




---



##### Table of Contents



MYLAN
    INC. AND SUBSIDIARIESConsolidated Statements of Equity and
    Comprehensive Earnings (Loss) (Continued) (In
    thousands, except share and per share amounts)
  AccumulatedAdditional











OtherComprehensive



Preferred Stock


Common Stock


Paid-In


Retained


Treasury Stock


Comprehensive


Noncontrolling


TotalEarnings (Loss)



Shares


Cost


Shares


Cost


Capital


Earnings


Shares


Cost


Earnings


Interest


EquityNet earnings





$
247,748
























232,571















15,177



247,748Change in unrecognized losses and prior service costrelated to post-retirement plans, net of tax






1,471




































1,471







1,471Foreign currency translation adjustment






384,218




































384,220



(2
)


384,218Net unrecognized losses on derivatives, net of tax






6,134




































6,134







6,134Net unrealized loss gain on marketable securities, net of tax


614Reclassification for gains losses included in net earnings


170



784




































784







784Other comprehensive earnings






392,607Comprehensive earnings






640,355Comprehensive earnings attributable to thenoncontrolling interest






(15,175
)Comprehensive earnings attributable to Mylan Inc.





$
625,180Stock options exercised, net of shares tendered for payment



















1,315,830



658



14,908























15,566Issuance of restricted stock, net of shares withheld



























(10,526
)






436,289



7,661











(2,865
)Stock-based compensation expense



























31,166























31,166Tax benefit of stock option plans



























1,433























1,433Dividends on preferred shares































(139,035
)


















(139,035
)Purchase of subsidiary shares from noncontrolling interest



























(158,074
)


















(24,203
)


(182,277
)Sale of subsidiary















































(7,872
)


(7,872
)Other



























42



















1,844



1,886Balance at December 31, 2009











2,139,000


$
1,070



396,683,892


$
198,342


$
3,834,674


$
660,130



(90,199,152
)

$
(1,574,877
)

$
11,807


$
14,052


$
3,145,198   See Notes to Consolidated Financial Statements
 79




---



##### Table of Contents








MYLAN
    INC. AND SUBSIDIARIESConsolidated Statements of Cash
    Flows (In
    thousands)
   Calendar Year Ended


Calendar Year Ended


Nine Months EndedDecember 31,


December 31,


December 31,2009


2008


2007Cash flows from operating activities:Net earnings (loss)

$
247,748


$
(200,107
)

$
(1,151,402
)Adjustments to reconcile net earnings (loss) to net cashprovided by operating activities:Depreciation and amortization


401,157



425,279



157,800Stock-based compensation expense


31,166



30,639



17,332In-process research and development










1,269,036Net earnings from equity method investees


(1,196
)


(4,161
)


(2,573
)Change in estimated sales allowances


110,746



10,576



31,337Deferred income tax benefit


(154,649
)


(193,564
)


(77,131
)Impairment loss on goodwill






385,000



Other non-cash items


70,039



103,593



54,408Litigation settlements, net


164,517



18,635



Gain on foreign exchange contract










(85,063
)Changes in operating assets and liabilities:Accounts receivable


(175,798
)


(172,447
)


(124,385
)Inventories


20,110



(83,327
)


16,305Trade accounts payable


4,244



23,166



86,467Income taxes


(115,800
)


88,844



(24,367
)Deferred revenue


(29,616
)


(113,998
)


34,864Other operating assets and liabilities, net


32,407



66,319



(34,939
)Net cash provided by operating activities


605,075



384,447



167,689Cash flows from investing activities:Capital expenditures


(154,402
)


(165,113
)


(110,538
)Increase in restricted cash


(7,463
)


(38,182
)


Cash paid for acquisitions


(236,661
)






(7,001,930
)Proceeds from dispositions of subsidiaries and joint ventures


49,224







Purchase of
    available-for-sale
    securities






(18,032
)


(275,802
)Proceeds from sale of
    available-for-sale
    securities


15,724



65,712



357,922Other items, net


(1,420
)


2,785



(4,976
)Net cash used in investing activities


(334,998
)


(152,830
)


(7,035,324
)Cash flows from financing activities:Cash dividends paid


(139,035
)


(137,495
)


(29,825
)Payment of financing fees






(15,074
)


(89,538
)Proceeds from the issuance of preferred stock, net










2,073,886Proceeds from the issuance of common stock, net










748,051Purchase of bond hedge






(161,173
)


Proceeds from issuance of warrants






62,560



Change in short-term borrowings, net


8,568



26,239



26,240Proceeds from long-term debt


6,448



581,352



7,701,240Payment of long-term debt


(350,032
)


(524,536
)


(4,389,183
)Proceeds from exercise of stock options


19,623



1,191



7,732Change in outstanding checks in excess of cash disbursements
    accounts










18,008Other items, net










2,171Net cash (used in) provided by financing activities


(454,428
)


(166,936
)


6,068,782Effect on cash of changes in exchange rates


7,720



8,264



30,690Net (decrease) increase in cash and cash equivalents


(176,631
)


72,945



(768,163
)Cash and cash equivalents  beginning of period


557,147



484,202



1,252,365Cash and cash equivalents  end of period

$
380,516


$
557,147


$
484,202Supplemental disclosures of cash flow information:Cash paid during the year for:Income taxes

$
272,323


$
218,012


$
179,092Interest

$
223,347


$
307,895


$
174,034   See Notes to Consolidated Financial Statements
 80




---



##### Table of Contents



Mylan
    Inc. and Subsidiaries
 Notes to
    Consolidated Financial Statements  Note 1.
    Nature of
    Operations      Note 2.
    Summary
    of Significant Accounting Policies  Principles of Consolidation.
    Reclassifications.
  Cash and Cash Equivalents.
  Available-for-Sale
    Securities. available-for-sale available-for-sale
  Concentrations of Credit Risk.
   81




---



##### Table of Contents



Inventories. first-in,
  Property, Plant and Equipment.
  Intangible Assets and Goodwill.
      Impairment of Long-Lived Assets.
      Other Assets. other-than-temporary
  Short-Term Borrowings.
 82




---



##### Table of Contents



Revenue Recognition.
                   83




---



##### Table of Contents



Research and Development.
  Income Taxes.
  Earnings (Loss) per Common Share.
  trading-day
 84




---



##### Table of Contents



Calendar Year Ended


Calendar Year Ended


Nine Months EndedDecember 31,


December 31,


December 31,2009


2008


2007(In thousands, except per share amounts)Basic earnings (loss) attributable to Mylan Inc. common
    shareholders (numerator):Net earnings (loss) attributable to Mylan Inc. before preferred
    dividends

$
232,571


$
(196,076
)

$
(1,148,290
)Less: Preferred dividends


139,035



139,035



15,999Net earnings (loss) attributable to Mylan Inc. common
    shareholders

$
93,536


$
(335,111
)

$
(1,164,289
)Shares (denominator):Weighted average shares outstanding


305,162



304,360



257,150Basic earnings (loss) per common share attributable to Mylan
    Inc.

$
0.31


$
(1.10
)

$
(4.53
)Diluted earnings (loss) attributable to Mylan Inc. common
    shareholders (numerator):Net earnings (loss) attributable to Mylan Inc. common
    shareholders

$
93,536


$
(335,111
)

$
(1,164,289
)Add: Preferred dividends










Earnings (loss) attributable to Mylan Inc. common shareholders
    and assumed conversions

$
93,536


$
(335,111
)

$
(1,164,289
)Shares (denominator):Stock-based awards


1,751







Preferred stock conversion










Total dilutive shares outstanding


306,913



304,360



257,150Diluted earnings (loss) per common share attributable to Mylan
    Inc.

$
0.30


$
(1.10
)

$
(4.53
)       Stock Options.
  Foreign Currencies.
 85




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##### Table of Contents



Derivatives.
  Financial Instruments.
    Use of Estimates in the Preparation of Financial
    Statements.
  Recent Accounting Pronouncements.
   86




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##### Table of Contents



Calendar Year Ended


Nine Months EndedDecember 31,


December 31,2008


2008


2007


2007(In thousands, except per share amounts)




As Adjusted





As AdjustedInterest expense

$
357,045


$
380,779


$
179,410


$
196,335Loss before income taxes and noncontrolling interest


(47,823
)


(71,557
)


(1,081,064
)


(1,097,989
)Income tax provision


137,423



128,550



60,073



53,413Net loss


(185,246
)


(200,107
)


(1,141,137
)


(1,151,402
)Net loss attributable to the noncontrolling interest


4,031



4,031



3,112



3,112Net loss attributable to Mylan Inc. common shareholders


(320,250
)


(335,111
)


(1,154,024
)


(1,164,289
)Loss per common share attributable to Mylan Inc.:Basic

$
(1.05
)

$
(1.10
)

$
(4.49
)

$
(4.53
)Diluted

$
(1.05
)

$
(1.10
)

$
(4.49
)

$
(4.53
)Weighted average common shares outstanding:Basic


304,360



304,360



257,150



257,150Diluted


304,360



304,360



257,150



257,150     December 31,


December 31,2008


2008(in thousands)




As AdjustedLiabilities and equityLiabilitiesLong-term debt

$
5,165,419


$
5,078,937Deferred income tax liability


545,121



577,379Total liabilities


7,677,242



7,623,018Minority interest


29,108



EquityMylan Inc. shareholders equityAdditional paid-in capital


3,873,743



3,955,725Retained earnings


594,352



566,594Noncontrolling interest






29,108Total equity


2,703,509



2,786,841  87




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##### Table of Contents



Note 3.
    Acquisitions
    and Other Transactions  Acquisition
    of the Remaining Interest in Matrix Laboratories
    Limited
        Biologics
    Agreement
      Acquisition
    of the Former Merck Generics Business
       88




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##### Table of Contents



(In thousands)Current assets (excluding inventories)

$
765,495Inventories


645,449Property, plant and equipment,
    net(4)


344,454Identified intangible assets


2,654,163Other non-current
    assets(2)


140,015In-process research and
    development(1)


1,269,036Goodwill


3,166,005Total assets acquired


8,984,617Current
    liabilities(3)


(820,444
)Deferred tax liabilities


(1,020,040
)Other non-current liabilities


(142,203
)Net assets acquired

$
7,001,930     (1)

    
    The amount allocated to acquired in-process research and
    development represents an estimate of the fair value of
    purchased in-process technology for research projects that, as
    of the closing date of the acquisition, had not reached
    technological feasibility and had no alternative future use.
    In-process research and development projects related to
    approximately 70 products and product groups, with an average
    value of approximately $18.0 million per product and
    product group. One project had a value in excess of 10% of the
    total value and was estimated at approximately
    $590.0 million. This material project relates to a
    nebulized version of two molecules. It is a novel formulation of
    existing products, which likely translates into a lower risk
    development product. Phase II studies related to this
    project were substantially completed in 2009. Further refinement
    of the doses of each molecule will be undertaken, and
    Phase III studies are now expected to begin in 2011. Net
    cash inflows are expected to commence during 2015.The fair value of the acquired in-process technology and
    research projects was based on the excess earnings method which
    utilizes forecasts of expected cash inflows (including estimates
    for ongoing costs) and other contributory charges, on a
    project-by-project
    basis. The estimated projected costs to complete the material
    project were less than $100 million as of the date of the
    acquisition. The net cash inflows were discounted to present
    values, using a range of discount rates of between 10% and 15.5%
    (13% for the material project) and other assumptions, which take
    into account the stage of completion, nature and timing of
    efforts for completion, risks and uncertainties, and other key
    factors, which may vary among the individual products and
    product groups. Net cash inflows related to certain projects
    commenced in 2008.This amount was written-off upon acquisition as acquired
    in-process research and development expense.(2)

    
    Included in non-current assets is $137.1 million of
    receivables for the agreement of Merck KGaA under the terms of
    the SPA to indemnify Mylan for certain acquired significant
    litigation (see Note 19).(3)

    
    Included in current liabilities are $74.3 million of
    restructuring reserves that impacted goodwill. These estimated
    exit costs are associated with involuntary termination benefits
    for the former Merck Generics business employees and costs to
    exit certain activities of the former Merck Generics business
    and were recorded as a liability in conjunction with recording
    the initial purchase price.(4)

    
    Included in property, plant and equipment is $36.4 million
    of asset write-downs that have impacted goodwill. These
    write-downs relate to adjusting equipment and buildings down to
    their expected residual value upon their sale or closure.   89




---



##### Table of Contents



Pro forma
    financial results
    step-up
 90




---



##### Table of Contents



Nine Months EndedDecember 31,
    2007(In thousands, except per share data)Total revenues

$
3,428,231Net loss attributable to Mylan Inc. before preferred dividends

$
(1,300,507
)Preferred dividends


(104,276
)Net loss attributable to Mylan Inc. common shareholders

$
(1,404,783
)Loss per common share attributable to Mylan Inc. common
    shareholders:Basic

$
(4.95
)Diluted

$
(4.95
)Weighted average shares:Basic


283,900Diluted


283,900   Note 4.
    Impairment
    of Long-lived Assets Including Goodwill  ®
          Income Approach:
 91




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##### Table of Contents



Market-Based Approach:
          Note 5.
    Revenue
    Recognition  tm
   92




---



##### Table of Contents



Note 6.
    Restructuring        Note 7.
    Comparative
    Nine-Month Financial Information   93




---



##### Table of Contents



MYLAN
    INC. AND SUBSIDIARIES
    Consolidated Statements of Operations
  Nine Months Ended December
    31,

2007


2006(In thousands, except per share amounts)


(Unaudited)RevenuesNet revenues

$
2,162,943


$
1,103,247Other revenues


15,818



21,310Total revenues


2,178,761



1,124,557Cost of sales


1,304,313



515,736Gross profit


874,448



608,821Operating expenses:Research and development


146,063



66,844Acquired in-process research and development


1,269,036



Selling, general and administrative


449,598



152,784Litigation settlements, net


(1,984
)


(46,154
)Total operating expenses


1,862,713



173,474(Loss) earnings from operations


(988,265
)


435,347Interest expense


196,335



31,292Other income, net


86,611



39,785(Loss) earnings before income taxes and noncontrolling interest


(1,097,989
)


443,840Income tax provision


53,413



155,267Net (loss) earnings


(1,151,402
)


288,573Net loss attributable to the noncontrolling interest


3,112



Net (loss) earnings attributable to Mylan Inc. before preferred
    dividends


(1,148,290
)


288,573Preferred dividends


15,999



Net (loss) earnings attributable to Mylan Inc. common
    shareholders

$
(1,164,289
)

$
288,573(Loss) earnings per common share attributable to Mylan Inc.
    common shareholders:Basic

$
(4.53
)

$
1.37Diluted

$
(4.53
)

$
1.34Weighted average common shares outstanding:Basic


257,150



211,075Diluted


257,150



215,275  94




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##### Table of Contents



Note 8.
    Balance
    Sheet Components    December 31,


December 31,2009


2008(In thousands)Inventories:Raw materials

$
287,128


$
273,232Work in process


198,280



157,473Finished goods


628,811



635,285$
1,114,219


$
1,065,990Property, plant and equipment:Land and improvements

$
69,614


$
56,945Buildings and improvements


625,303



577,182Machinery and equipment


1,145,464



1,012,748Construction in progress


118,410



110,7211,958,791



1,757,596Less accumulated depreciation


836,143



693,600$
1,122,648


$
1,063,996Other current liabilities:Payroll and employee benefit plan accruals

$
188,743


$
181,316Accrued rebates


238,161



238,886Fair value of financial instruments


66,420



91,797Legal and professional accruals


218,813



71,813Other


222,776



211,722$
934,913


$
795,534   Note 9.
    Available-for-Sale
    Securities  available-for-sale
  Gross


GrossAmortized


Unrealized


Unrealized


FairCost


Gains


Losses


Value(In thousands)December 31, 2009Debt securities

$
26,212


$
867


$
(594
)

$
26,485Equity securities






1,074







1,074$
26,212


$
1,941


$
(594
)

$
27,559December 31, 2008Debt securities

$
42,146


$
1,772


$
(2,260
)

$
41,658Equity securities






602







602$
42,146


$
2,374


$
(2,260
)

$
42,260  95




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##### Table of Contents



(In thousands)Mature within one year

$
257Mature in one to five years


12,165Mature in five years and later


14,063$
26,485   Note 10.
    Goodwill
    and Other Intangible Assets    Generics Segment


Specialty Segment


Total(In thousands)Balance as of January 1, 2008

$
3,144,817


$
711,154


$
3,855,971Impairment
    loss(1)






(385,000
)


(385,000
)Foreign currency translation and other


(303,206
)


(6,185
)


(309,391
)Balance as of December 31, 2008


2,841,611



319,969



3,161,580Foreign currency translation and other


168,129



1,538



169,667Balance as of December 31, 2009

$
3,009,740


$
321,507


$
3,331,247     (1)

    
    Represents the only impairment charge recognized by the Company
    under the currently effective accounting guidance.      WeightedAverage Life


Original


Accumulated


Net Book(Years)


Cost


Amortization


Value(Dollars in thousands)December 31, 2009Amortized intangible assets:Patents and technologies


20


$
122,926


$
77,717


$
45,209Product rights and licenses


10



2,902,045



657,050



2,244,995Other


8



170,426



75,782



94,644$
3,195,397


$
810,549


$
2,384,848December 31, 2008Amortized intangible assets:Patents and technologies


20


$
118,926


$
71,631


$
47,295Product rights and licenses


10



2,738,191



433,169



2,305,022Other


8



129,563



28,719



100,844$
2,986,680


$
533,519


$
2,453,161  96




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##### Table of Contents



December 31,
    2009


December 31,
    2008(In thousands)Allergy

$
125,377


$
142,612Anti-infective Agents


223,868



235,818Cardiovascular


459,592



406,160Central Nervous System


311,528



304,039Dermatology


26,055



27,002Endocrine and Metabolic


112,805



105,058Gastrointestinal


195,219



206,783Renal and Genitourinary


96,482



112,740Respiratory Agents


396,284



440,884Other(1)


297,785



323,926$
2,244,995


$
2,305,022     (1)

    
    Other consists of numerous therapeutic classes, none of which
    individually exceeds 5% of total product rights and licenses.        Note 11.
    Financial
    Instruments and Risk Management  Financial
    Risks
       97




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##### Table of Contents



98




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##### Table of Contents



Derivatives
    Designated as Hedging Instruments
    Fair Values of Derivative Instruments
  Liability DerivativesDecember 31, 2009


December 31, 2008Balance Sheet




Balance SheetLocation

Fair Value


Location

Fair Value(In thousands)Interest rate swaps

Other current liabilities

$
62,607


Other current liabilities

$
72,395Foreign currency borrowings

Long-term debt


978,059


Long-term debt


1,128,267Total



$
1,040,666




$
1,200,662   Derivatives
    Not Designated as Hedging Instruments
    Fair Values of Derivative Instruments
  Asset DerivativesDecember 31, 2009


December 31, 2008Balance Sheet




Balance SheetLocation

Fair Value


Location

Fair Value(In thousands)Foreign currency forward contracts

Prepaid expenses and
    other current assets

$
8,793


Prepaid expenses and
    other current assets

$
14,632Purchased cash convertible note hedge

Other assets


410,600


Other assets


235,750Total



$
419,393




$
250,382   Liability DerivativesDecember 31, 2009


December 31, 2008Balance Sheet




Balance SheetLocation

Fair Value


Location

Fair Value(In thousands)Foreign currency forward contracts

Other current liabilities

$
5,694


Other current liabilities

$
19,402Cash conversion feature of Cash Convertible Notes

Long-term debt


410,600


Long-term debt


235,750Total



$
416,294




$
255,152  99




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##### Table of Contents



The
    Effect of Derivative Instruments on the Consolidated Statements
    of Operations
    Derivatives in Cash Flow Hedging Relationships
  Amount of Gain or (Loss) Recognized in AOCEon Derivative (Effective Portion)Calendar Year Ended


Calendar Year Ended


Nine Months EndedDecember 31,
    2009


December 31,
    2008


December 31,
    2007(In thousands)Interest rate swaps

$
6,134


$
(40,633
)

$
(4,723
)Total

$
6,134


$
(40,633
)

$
(4,723
)   Location of Gain or (Loss)

Amount of Gain or (Loss)
    Reclassified from AOCE into Earnings (Effective
    Portion)Reclassified from AOCE

Calendar Year Ended


Calendar Year Ended


Nine Months Endedinto Earnings (Effective Portion)

December 31, 2009


December 31, 2008


December 31, 2007Interest expense

$
(51,746
)

$
2,077


$
63Total

$
(51,746
)

$
2,077


$
63     The
    Effect of Derivative Instruments on the Consolidated Statements
    of Operations
    Derivatives in Net Investment Hedging Relationships
  Amount of Gain or (Loss) Recognized in AOCE on Derivative
    (Effective Portion)Calendar Year Ended


Calendar Year Ended


Nine Months EndedDecember 31,
    2009


December 31,
    2008


December 31,
    2007(In thousands)Foreign currency borrowings

$
(19,630
)

$
35,108


$
(36,459
)Total

$
(19,630
)

$
35,108


$
(36,459
)    100




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##### Table of Contents



The
    Effect of Derivative Instruments on the Consolidated Statements
    of Operations
    Derivatives Not Designated as Hedging Instruments
  Location of Gainor (Loss) Recognized


Amount of Gain or (Loss) Recognized in Earnings on
    Derivativesin Earnings


Calendar Year Ended


Calendar Year Ended


Nine Months Endedon Derivatives


December 31, 2009


December 31, 2008


December 31, 2007(In thousands)Foreign currency forward contracts


Other income, net


$
(20,158
)

$
(8,063
)

$
(1,977
)Cash conversion feature of Cash Convertible Notes


Other income, net



(174,850
)


(235,750
)


Purchased cash convertible note hedge


Other income, net



174,850



235,750



Total





$
(20,158
)

$
(8,063
)

$
(1,977
)   Fair
    Value Measurement
    Level 1:
  Level 2:
  Level 3:
      December 31,
    2009

Level 1


Level 2


Level 3


Total(In thousands)Financial AssetsAvailable-for-sale
    fixed income investments

$



$
26,485


$



$
26,485Available-for-sale
    equity securities


1,074











1,074Foreign exchange derivative assets






8,793







8,793Purchased cash convertible note hedge






410,600







410,600Total assets at fair
    value(1)

$
1,074


$
445,878


$



$
446,952   101




---



##### Table of Contents



Level 1


Level 2


Level 3


TotalFinancial LiabilitiesForeign exchange derivative liabilities

$



$
5,694


$



$
5,694Interest rate swap derivative liabilities






62,607







62,607Cash conversion feature of cash convertible notes






410,600







410,600Total liabilities at fair
    value(1)

$




478,901


$



$
478,901   December 31,
    2008

Level 1


Level 2


Level 3


Total(In thousands)Financial AssetsAvailable-for-sale
    fixed income investments

$



$
32,583


$



$
32,583Available-for-sale
    equity securities


602











602Foreign exchange derivative assets






14,632







14,632Purchased cash convertible note hedge






235,750







235,750Auction rate securities










9,075



9,075Total assets at fair
    value(1)

$
602


$
282,965


$
9,075


$
292,642   Level 1


Level 2


Level 3


TotalFinancial LiabilitiesForeign exchange derivative liabilities

$



$
19,402


$



$
19,402Interest rate swap derivative liabilities






72,395







72,395Cash conversion feature of cash convertible notes






235,750







235,750Total liabilities at fair
    value(1)

$




327,547


$



$
327,547     (1)

    
    The Company chose not to elect the fair value option for its
    financial assets and liabilities that had not been previously
    carried at fair value. Therefore, material financial assets and
    liabilities not carried at fair value, such as short-term and
    long-term debt obligations and trade accounts receivable and
    payable, are still reported at their carrying values.      
    Municipal bonds valued at the quoted market
    price from broker or dealer quotations or transparent pricing
    sources at the reporting date.
    Other
    available-for-sale
    fixed income investments valued at the quoted
    market price from broker or dealer quotations or transparent
    pricing sources at the reporting date.
    Equity securities valued using quoted stock
    prices from the London Exchange at the reporting date and
    translated to U.S. Dollars at prevailing spot exchange
    rates.
    Interest rate swap derivative assets and liabilities valued using the LIBOR/EURIBOR yield curves at
    the reporting date. Counterparties to these contracts are highly
    rated financial institutions, none of which experienced any
    significant downgrades during the calendar year ended
    December 31, 2009, that would reduce the receivable amount
    owed, if any, to the Company. 102




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##### Table of Contents




    Foreign exchange derivative assets and liabilities valued using quoted forward foreign exchange
    prices at the reporting date. Counterparties to these contracts
    are highly rated financial institutions, none of which
    experienced any significant downgrades during the calendar year
    ended December 31, 2009 that would reduce the receivable
    amount owed, if any, to the Company.
    Cash conversion feature of cash convertible notes and
    purchased convertible note hedge  valued using
    quoted prices for the Companys cash convertible notes, its
    implied volatility and the quoted yield on the Companys
    other long-term debt at the reporting date. Counterparties to
    the Purchased Convertible Note Hedge are highly rated financial
    institutions, none of which experienced any significant
    downgrades during the calendar year ended December 31,
    2009, that would reduce the receivable amount owed, if any, to
    the Company.    Note 12.
    Long-Term
    Debt    December 31,
    2009


December 31,
    2008(In thousands)U.S. Tranche A Term Loans
    (A)

$
156,250


$
265,625Euro Tranche A Term Loans
    (A)


252,299



413,684U.S. Tranche B Term Loans
    (A)


2,453,760



2,504,880Euro Tranche B Term Loans
    (A)


725,760



714,583Senior Convertible Notes
    (B)


538,693



513,518Cash Convertible Notes
    (C)


847,136



655,442Other


17,437



14,5864,991,335



5,082,318Less: Current portion


6,348



3,381Total long-term debt

$
4,984,987


$
5,078,937     (A)

    
    On October 2, 2007, the Company and a wholly-owned European
    subsidiary (the Euro Borrower) entered into a credit
    agreement (the Senior Credit Agreement) pursuant to
    which the Company borrowed $500.0 million in Tranche A
    Term Loans (the U.S. Tranche A Term Loans) and
    $2.0 billion in Tranche B Term Loans (the U.S.
    Tranche B Term Loans), and the Euro Borrower borrowed
    approximately 1.13 billion ($1.6 billion) in
    Euro Term Loans (the Euro Term Loans and, together
    with the U.S. Tranche A Term Loans and the U.S.
    Tranche B Term Loans, the Term Loans). The
    proceeds of the Term Loans were used (1) to pay a portion
    of the consideration for the acquisition of the former Merck
    Generics business, (2) to refinance the prior credit
    facilities, (3) to purchase the Senior Notes tendered
    pursuant to the cash tender offers therefore and (4) to pay
    a portion of the fees and expenses in respect of the foregoing
    transactions (collectively, the Transactions). The
    Senior Credit Agreement also contains a $750.0 million
    revolving facility (the Revolving Facility and,
    together with the Term Loans, the Senior Credit
    Facilities) under which either the Company or the Euro
    Borrower may obtain extensions of credit, subject to the
    satisfaction of specified conditions. The Revolving Facility
    includes a $100.0 million subfacility for the issuance of
    letters of credit and a $50.0 million subfacility for
    swingline borrowings. The Euro Term Loans are guaranteed by the
    Company and the Senior Credit Facilities are guaranteed by
    substantially all of the Companys domestic subsidiaries
    (the Guarantors). The Senior Credit Facilities are
    also secured by a pledge of the capital stock of substantially
    all direct subsidiaries of the Company and the Guarantors
    (limited to 65% of outstanding voting stock of foreign holding
    companies and any foreign subsidiaries) and substantially all of
    the other tangible and intangible property and assets of the
    Company and the Guarantors. The Revolving Facility expires in
    October 2013. 103




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##### Table of Contents



On December 20, 2007, the Euro Borrower, certain lenders
    and the Administrative Agent entered into an Amended and
    Restated Credit Agreement (the Amended Senior Credit
    Agreement), which became effective December 28, 2007,
    that, among other things, amends certain provisions of the
    Original Senior Credit Agreement as set out below.The Amended Senior Credit Agreement (i) reduced the
    principal amount of the U.S. Tranche A Term Loans of
    the Company to an aggregate principal amount of
    $312.5 million, (ii) increased the principal amount of
    the U.S. Tranche B Term Loans of the Company to an
    aggregate principal amount of $2.56 billion,
    (iii) created a tranche of Euro Tranche A Term Loans
    of the Euro Borrower in an aggregate principal amount of
    350.4 ($516.1) million and (iv) reduced the Euro
    Tranche B Term Loans of the Euro Borrower to an aggregate
    principal amount of 525.0 ($773.3) million.The U.S. Tranche A Term Loans currently bear interest
    at LIBOR plus 2.75% per annum, if the Company chooses to make
    LIBOR borrowings, or at an alternative base plus 1.75% per
    annum. The U.S. Tranche B Term Loans currently bear
    interest at LIBOR plus 3.25% per annum, if the Company chooses
    to make LIBOR borrowings, or at an alternate base plus 2.25% per
    annum. The Euro Tranche A Term Loans currently bear
    interest at the Euro Interbank Offered Rate (EURIBO)
    plus 2.75% per annum. The Euro Tranche B Term Loans
    currently bear interest at EURIBO plus 3.25% per annum.
    Borrowings under the Revolving Facility currently bear interest
    at LIBOR (or EURIBO, in the case of borrowings denominated in
    Euro) plus 2.375% per annum, if the Company chooses to make
    LIBOR (or EURIBO, in the case of borrowings denominated in Euro)
    borrowings, or at an alternate base rate plus 1.375% per annum.
    The applicable margins over LIBOR, EURIBO or the alternate base
    rate for the Revolving Facility and the U.S. Tranche A
    Term Loans can fluctuate based on a calculation of the
    Companys Consolidated Leverage Ratio as defined in the
    Senior Credit Agreement. The Company also pays a facility fee on
    the entire amount of the Revolving Facility. The facility fee is
    currently 0.375% per annum, but can fluctuate based on the
    Companys Consolidated Leverage Ratio.The U.S. Tranche A Term Loans and the Euro
    Tranche A Term Loans mature on October 2, 2013. The
    U.S. Tranche B Term Loans and the Euro Tranche B
    Term Loans mature on October 2, 2014. The
    U.S. Tranche B Term Loans and the Euro Term Loans
    amortize quarterly at the rate of 1.0% per annum beginning in
    2008. The Senior Credit Agreement requires prepayments of the
    Term Loans with (1) up to 50% of Excess Cash Flow, as
    defined within the Senior Credit Agreement, beginning in 2009,
    with reductions based on the Companys Consolidated
    Leverage Ratio, (2) the proceeds from certain asset sales
    and casualty events, unless the Companys Consolidated
    Leverage Ratio is equal to or less than 3.5 to 1.0, and
    (3) the proceeds from certain issuances of indebtedness not
    permitted by the Senior Credit Agreement. Amounts drawn on the
    Revolving Facility become due and payable on October 2,
    2013. The Term Loans and amounts drawn on the Revolving Facility
    may be voluntarily prepaid without penalty or premium.In addition, on October 2, 2007, the Company entered into a
    credit agreement (the Interim Credit Agreement)
    among the Company, certain lenders and Merrill Lynch Capital
    Corporation, as Administrative Agent, pursuant to which the
    Company borrowed $2.85 billion in term loans (the
    Interim Term Loans). The proceeds of the Interim
    Term Loans were used to finance in part the acquisition of the
    former Merck Generics business. On November 19, 2007, the
    Interim Term Loans were paid using primarily the proceeds
    received from the preferred stock and common stock issuances of
    $2.82 billion and the remaining $28.1 million was paid
    using existing cash of the Company.The Senior Credit Agreement contains customary affirmative
    covenants for facilities of this type, including covenants
    pertaining to the delivery of financial statements, notices of
    default and certain other information, maintenance of business
    and insurance, collateral matters and compliance with laws, as
    well as customary negative covenants for facilities of this
    type, including limitations on the incurrence of indebtedness
    and liens, mergers and certain other fundamental changes,
    investments and loans, acquisitions, transactions with
    affiliates, dispositions of assets, payments of dividends and
    other restricted payments, prepayments or amendments to the
    terms of specified indebtedness and changes in lines of
    business. The Senior Credit Agreement contains financial
    covenants requiring maintenance of a minimum interest coverage
    ratio and a senior leverage ratio, both of which are defined
    within the agreement.The Senior Credit Agreement contains default provisions
    customary for facilities of this type, which are subject to
    customary grace periods and materiality thresholds. 104




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##### Table of Contents



All 2009 payments due under the Senior Credit Agreement were
    prepaid in December 2008. During 2009, the Company prepaid the
    2010 payments due under the Senior Credit Agreement, as follows:
    $46.9 million on the U.S. Tranche A Term loans,
    52.6 ($71.2) million on the Euro Tranche A Term
    Loans, $25.6 million on the U.S. Tranche B Term
    Loans, and 5.3 ($7.1) million on the Euro
    Tranche B Term Loans and prepaid the 2011 payments due
    under the Senior Credit Agreement, as follows:
    $62.5 million on the U.S. Tranche A Term loans,
    70.1 ($100.7) million on the Euro Tranche A Term
    Loans, $25.6 million on the U.S. Tranche B Term
    Loans, and 5.3 ($7.5) million on the Euro
    Tranche B Term Loans. As a result of these prepayments, the
    Company does not expect any additional amounts due on excess
    cash flow related to the year ended December 31, 2009.At December 31, 2009 and December 31, 2008, the
    Company had outstanding letters of credit of $77.5 million
    and $83.6 million.(B)

    
    On March 1, 2007, Mylan issued $600.0 million
    aggregate principal amount of 1.25% Senior Convertible
    Notes due 2012 (the Senior Convertible Notes). The
    Senior Convertible Notes bear interest at a rate of 1.25% per
    year, accruing from March 7, 2007. The effective interest
    rate used for interest expense purposes is 6.4%. Interest is
    payable semiannually in arrears on March 15 and September 15 of
    each year, beginning September 15, 2007. The Senior
    Convertible Notes will mature on March 15, 2012, subject to
    earlier repurchase or conversion. Holders may convert their
    notes subject to certain conversion provisions determined by,
    among others, the market price of the Companys common
    stock and the trading price of the Senior Convertible Notes. The
    Senior Convertible Notes had an initial conversion rate of
    44.5931 shares of common stock per $1,000 principal amount
    (equivalent to an initial conversion price of approximately
    $22.43 per share), subject to adjustment, with the principal
    amount payable in cash and the remainder in cash or stock at the
    option of the Company. As of December 31, 2009, the
    effective conversion rate was 42.709 shares of common stock
    per $1,000 principal amount.On March 1, 2007, concurrently with the issuance of the
    Senior Convertible Notes, Mylan entered into a convertible note
    hedge transaction, comprised of a purchased call option and two
    warrant transactions with two financial institutions, each of
    which the Company refers to as a counterparty. The net cost of
    the transactions was $80.6 million. The purchased call
    options will cover approximately 26.8 million shares of
    Mylan common stock, subject to anti-dilution adjustments
    substantially similar to the anti-dilution adjustments for the
    Senior Convertible Notes, which under most circumstances
    represents the maximum number of shares that underlie the Senior
    Convertible Notes. Concurrently with entering into the purchased
    call options, the Company entered into warrant transactions with
    the counterparties. Pursuant to the warrant transactions, the
    Company will sell to the counterparties warrants to purchase in
    the aggregate approximately 26.8 million shares of Mylan
    common stock, subject to customary anti-dilution adjustments.
    The warrants may not be exercised prior to the maturity of the
    Senior Convertible Notes, subject to certain limited exceptions.The purchased call options are expected to reduce the potential
    dilution upon conversion of the Senior Convertible Notes in the
    event that the market value per share of Mylan common stock at
    the time of exercise is greater than the then effective
    conversion price of the Senior Convertible Notes. The sold
    warrants had an initial exercise price that was 60.0% higher
    than the price per share of $19.50 at which the Company offered
    common stock in a concurrent equity offering. If the market
    price per share of Mylan common stock at the time of conversion
    of any Senior Convertible Notes is above the strike price of the
    purchased call options, the purchased call options will, in most
    cases, entitle the Company to receive from the counterparties in
    the aggregate the same number of shares of our common stock as
    the Company would be required to issue to the holder of the
    converted Senior Convertible Notes. Additionally, if the market
    price of Mylan common stock at the time of exercise of the sold
    warrants exceeds the strike price of the sold warrants, the
    Company will owe the counterparties an aggregate of
    approximately 26.8 million shares of Mylan common stock.
    The purchased call options and sold warrants may be settled for
    cash at the Companys election.The purchased call options and sold warrants are separate
    transactions entered into by the Company with the
    counterparties, are not part of the terms of the Senior
    Convertible Notes, and will not affect the holders rights
    under the Senior Convertible Notes. The purchased call options
    and sold warrants meet the definition of derivatives. However,
    because these instruments have been determined to be indexed to
    the Companys own stock and have been recorded in
    stockholders equity in the Companys Consolidated
    Balance Sheet, the instruments are exempted from the scope of
    GAAP requirements for accounting for derivative instruments and
    hedging activities and are not subject to the fair value
    provisions of that accounting guidance. 105




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##### Table of Contents



At December 31, 2009, the $538.7 million of debt is
    net of a $61.3 million discount. At December 31, 2008,
    the $513.5 million of debt is net of an $86.5 million
    discount.(C)

    
    On September 15, 2008, Mylan issued $575.0 million
    aggregate principal amount of Cash Convertible Notes due 2015
    (Cash Convertible Notes). The Cash Convertible Notes
    bear stated interest at a rate of 3.75% per year, accruing from
    September 15, 2008. The effective interest rate used for
    interest expense purposes is 9.5%. Interest is payable
    semi-annually in arrears on March 15 and September 15 of each
    year, beginning on March 15, 2009. The Cash Convertible
    Notes will mature on September 15, 2015, subject to earlier
    repurchase or conversion. Holders may convert their notes
    subject to certain conversion provisions determined by the
    market price of the Companys common stock, specified
    distributions to common shareholders, a fundamental change, and
    certain time periods specified in the purchase agreement. The
    Cash Convertible Notes have an initial conversion reference rate
    of 75.0751 shares of common stock per $1,000 principal
    amount (equivalent to an initial conversion reference price of
    $13.32 per share), subject to adjustment, with the principal
    amount and remainder payable in cash. The Cash Convertible Notes
    are not convertible into our common stock or any other
    securities under any circumstance.As of December 31, 2009, the $575.0 million of Cash
    Convertible Notes was currently convertible. Although the
    Companys experience is that convertible debentures are not
    normally converted by investors until close to their maturity
    date, it is possible that debentures could be converted prior to
    their maturity date if, for example, a holder perceives the
    market for the debentures to be weaker than the market for the
    common stock. Upon an investors election to convert, the
    Company is required to pay the full conversion value in cash.
    Any payment above the principal amount is matched by a
    convertible note hedge as described below. Should holders elect
    to convert, the Company intends to draw on its revolving credit
    facility to fund any principal payments. The facility is an
    unsecured revolving credit agreement expiring in October 2013,
    with available capacity of $694.3 million at
    December 31, 2009.On September 15, 2008, concurrent with the sale of the Cash
    Convertible Notes, Mylan entered into a convertible note hedge
    and warrant transaction with certain counterparties. The net
    cost of the transactions was $98.6 million. The cash
    convertible note hedge is comprised of purchased cash-settled
    call options that are expected to reduce the Companys
    exposure to potential cash payments required to be made by Mylan
    upon the cash conversion of the Cash Convertible Notes.
    Concurrent with entering into the purchased cash-settled call
    options, the Company entered into respective warrant
    transactions with the counterparties pursuant to which the
    Company has sold to each counterparty warrants for the purchase
    of shares of our common stock. Pursuant to the warrant
    transactions, the Company sold to the counterparties warrants to
    purchase in the aggregate up to approximately 43.2 million
    shares of Mylan common stock, subject to anti-dilution
    adjustments substantially similar to the anti-dilution
    adjustments for the Cash Convertible Notes, which under most
    circumstances represents the maximum number of shares that
    underlie the conversion reference rate for the Cash Convertible
    Notes. The warrants may not be exercised prior to the maturity
    of the Cash Convertible Notes.Pursuant to the call option transactions, if the market price
    per share of the Companys common stock at the time of cash
    conversion of any Cash Convertible Notes is above the strike
    price of the purchased cash-settled call options, such call
    options will, in most cases, entitle us to receive from the
    counterparties in the aggregate the same amount of cash as we
    would be required to issue to the holder of the cash converted
    notes in excess of the principal amount thereof. The sold
    warrants have an exercise price of $20.00 (which represents an
    exercise price of approximately 80% higher than the market price
    per share of $11.10) and are net share settled, meaning that
    Mylan will issue a number of shares per warrant corresponding to
    the difference between our share price at each warrant
    expiration date and the exercise price.The purchased call options and sold warrants are separate
    contracts entered into by us with the counterparties, are not
    part of the notes and do not affect the rights of holders under
    the Cash Convertible Notes. The purchased cash-settled call
    options meet the definition of derivatives. As such, the
    instrument is marked to market each period. In addition, the
    liability associated with the cash conversion feature of the
    Cash Convertible Notes is marked to market each period.At December 31, 2009, the $847.1 million consists of
    $436.5 million of debt ($575.0 million face amount,
    net of $138.5 million discount) and the bifurcated
    conversion feature with a fair value of $410.6 million
    recorded as a liability within long-term debt in the
    Consolidated Balance Sheet at December 31, 2009. At
    December 31, 106




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##### Table of Contents



2008, the $655.4 million consisted of $419.7 million
    of debt ($575.0 million face amount, net of
    $155.3 million discount) and the bifurcated conversion
    feature with a fair value of $235.8 million recorded as a
    liability within long-term debt in the Consolidated Balance
    Sheet. The purchased call options are assets recorded at their
    fair value of $410.6 million and $235.8 million within
    other assets in the Consolidated Balance Sheet at
    December 31, 2009 and December 31, 2008. Included in
    interest expense for 2009 and 2008 were $42.9 million and
    $29.5 million of accretion of the imputed discounts on our
    convertible debt instruments.    December 31, 2009Outstanding


Basis

Rate(Dollars in thousands)U.S. Tranche A Term Loans

$
156,250


LIBOR + 2.75%


3.00
%Euro Tranche A Term Loans

$
252,299


EURIBO + 2.75%


3.19
%U.S. Tranche B Term LoansSwapped to Fixed Rate  December 2010
    (1)(2)

$
500,000


Fixed


6.03
%Swapped to Fixed Rate  March 2010
    (1)(3)


500,000


Fixed


5.44
%Swapped to Fixed Rate  December
    2010(1)


1,000,000


Fixed


7.37
%Floating Rate


453,760


LIBOR + 3.25%


3.50
%Total U.S. Tranche B Term Loans

$
2,453,760Euro Tranche B Term LoansSwapped to Fixed Rate  March
    2011(1)

$
288,000


Fixed


5.38
%Floating Rate


437,760


EURIBO + 3.25%


3.83
%Total Euro Tranche B Term Loans

$
725,760   December 31, 2008Outstanding


Basis

Rate(Dollars in thousands)U.S. Tranche A Term Loans

$
265,625


LIBOR + 3%


6.50
%Euro Tranche A Term Loans

$
413,684


EURIBO + 3%


7.86
%U.S. Tranche B Term LoansSwapped to Fixed Rate  December 2010
    (1)(2)

$
500,000


Fixed


6.03
%Swapped to Fixed Rate  March 2010
    (1)(3)


500,000


Fixed


5.44
%Swapped to Fixed Rate  December
    2010(1)


1,000,000


Fixed


7.37
%Floating Rate


504,880


LIBOR + 3.25%


5.79
%Total U.S. Tranche B Term Loans

$
2,504,880Euro Tranche B Term Loans

$
714,583


EURIBO + 3.25%


8.11
%     (1)

    
    Designated as a cash flow hedge of expected future borrowings
    under the Senior Credit Agreement(2)

    
    This interest rate swap has been extended to December 2012 at a
    rate of 6.60%, effective January 2011(3)

    
    This interest rate swap has been extended to March 2012 at a
    rate of 5.38%, effective March 2010     107




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##### Table of Contents



U.S.


Euro


U.S.


Euro


Senior


CashTranche A


Tranche A


Tranche B


Tranche B


Convertible


ConvertibleTerm Loans


Term Loans


Term Loans


Term Loans


Notes


Notes


Total(In thousands)2010

$



$



$



$



$



$



$
2011


























2012


78,125



126,149



25,560



7,560



600,000







837,3942013


78,125



126,149



25,560



7,560











237,3942014










2,402,640



710,640











3,113,2802015






















575,000



575,000Total

$
156,250


$
252,298


$
2,453,760


$
725,760


$
600,000


$
575,000


$
4,763,068   Note 13.
    Income
    Taxes    Calendar Year Ended


Calendar Year Ended


Nine Months EndedDecember 31,
    2009


December 31,
    2008


December 31,
    2007(In thousands)Federal:Current

$
42,636


$
219,370


$
94,999Deferred


(87,773
)


(99,343
)


(29,343
)(45,137
)


120,027



65,656State and Puerto Rico:Current


11,931



28,226



9,598Deferred


(6,616
)


15,978



1,9035,315



44,204



11,501Foreign:Current


79,590



79,187



23,413Deferred


(60,541
)


(114,868
)


(47,157
)19,049



(35,681
)


(23,744
)Income taxes

$
(20,773
)

$
128,550


$
53,413Pre-tax (loss) earningsDomestic

$
(491,810
)

$
(326,901
)

$
(430,811
)Foreign


718,785



255,344



(667,178
)Total

$
226,975


$
(71,557
)

$
(1,097,989
)  108




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##### Table of Contents



December 31,
    2009


December 31,
    2008(In thousands)Deferred tax assets:Employee benefits

$
51,499


$
48,868Legal matters


119,032



65,988Accounts receivable allowances


174,309



145,579Inventories


35,715



23,916Other reserves


46,984



26,158Tax credits


14,040



4,200Net operating losses


205,485



134,779Convertible debt


13,413



10,475Other


69,180



99,280729,657



559,243Less: Valuation allowance


(166,083
)


(110,194
)Total deferred tax assets


563,574



449,049Deferred tax liabilities:Plant and equipment


84,617



77,056Intangible assets


588,387



663,987Other


74,526



71,549Total deferred tax liabilities


747,530



812,592Deferred tax liabilities, net

$
(183,956
)

$
(363,543
)Classification in the Consolidated Balance Sheets:Deferred income tax benefit  current

$
248,917


$
199,278Deferred income tax liability  current


(1,986
)


(1,935
)Deferred income tax benefit  noncurrent


36,610



16,493Deferred income tax liability  noncurrent


(467,497
)


(577,379
)Deferred tax liability, net

$
(183,956
)

$
(363,543
)       Calendar Year Ended


Calendar Year Ended


Nine Months EndedDecember 31,
    2009


December 31,
    2008


December 31,
    2007Statutory tax rate


35.0
%


35.0
%


35.0
%State and Puerto Rico income taxes and credits


(2.2
)%


(27.4
)%


(0.6
)%Research and development tax credits


(1.4
)%


3.3
%


0.3
%Acquired in-process research and development










(41.1
)%Effect of foreign operations


(16.1
)%


6.4
%


1.8
%Effect of reorganizations


(31.1
)%






Impairment of goodwill






(188.3
)%


Other items


6.7
%


(8.6
)%


(0.3
)%Effective tax rate


(9.1
)%


(179.6
)%


(4.9
)%  109




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##### Table of Contents



Valuation
    Allowance
    Net
    Operating Losses
    Acquired
    In-Process Research and Development
    Tax
    Credits and Ongoing IRS Examinations
      Accounting
    for Uncertainty in Income Taxes
       110




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##### Table of Contents



Calendar Year Ended


Calendar Year Ended


Nine Months EndedDecember 31,
    2009


December 31,
    2008


December 31,
    2007(in thousands)Unrecognized tax benefit  beginning of year

$
166,513


$
77,600


$
42,900Additions for current year tax positions


109,786



49,169



5,700Additions for prior year tax positions


5,143



538



4,400Reductions for prior year tax positions


(18,742
)


(3,313
)


(3,300
)Settlements


(2,521
)






(10,500
)Reductions related to expirations of statute of limitations


(22,638
)


(4,819
)


(1,200
)Addition due to cumulative
    adjustment(1)






47,338



39,600Unrecognized tax benefit  end of year

$
237,541


$
166,513


$
77,600     (1)

    
    Unrecognized tax benefits were increased by $47.3 million
    during the year ended December 31, 2008 to reflect items
    that relate to the former Merck Generics business for the
    periods prior to their acquisition by Mylan on October 2,
    2007. This amount is incremental to the liability identified for
    the former Merck Generics business at the date of acquisition
    and was recorded in conjunction with the finalization of the
    purchase price allocation in 2008 (see Note 3).    Note 14.
    Preferred
    and Common Stock       111




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##### Table of Contents



Note 15.
    Stock-Based
    Incentive Plan  2003 Long-Term
    Incentive Plan
  1997 Incentive Stock
    Option Plan
    WeightedAverageNumber of Shares


Exercise PriceUnder Option


per ShareOutstanding at March 31, 2007


17,647,728


$
16.17Options granted


4,303,792



15.91Options exercised


(459,836
)


13.18Options forfeited


(661,148
)


17.51Outstanding at December 31, 2007


20,830,536


$
16.15Options granted


4,180,133



11.46Options exercised


(107,707
)


10.20Options forfeited


(1,479,921
)


16.64Outstanding at December 31, 2008


23,423,041


$
15.32Options granted


5,426,354



13.74Options exercised


(1,354,218
)


11.59Options forfeited


(1,226,499
)


14.50Outstanding at December 31, 2009


26,268,678


$
15.22Vested and expected to vest at December 31, 2009


25,033,201


$
15.28Options exercisable at December 31, 2009


17,107,301


$
16.02  112




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##### Table of Contents



Weighted AverageRestricted

Number of Restricted


Grant-DateStock Awards

Stock Awards


Fair Value Per ShareNonvested at December 31, 2008


2,543,348


$
13.46Granted


884,163



12.74Released


(765,676
)


15.20Forfeited


(197,235
)


12.12Nonvested at December 31, 2009


2,464,600


$
12.78         Calendar Year Ended


Calendar Year Ended


Nine Months EndedDecember 31,
    2009


December 31,
    2008


December 31,
    2007Volatility


37.8
%


31.0
%


30.8
%Risk-free interest rate


2.4
%


2.2
%


4.6
%Expected term of options (in years)


5.7



4.5



5.0Forfeiture rate


5.5
%


5.5
%


3.0
%Weighted average grant date fair value per option

$
5.43


$
3.37


$
5.60   Note 16.
    Employee
    Benefits  Defined
    Benefit Plans
   113




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##### Table of Contents



Defined
    Contribution Plans
    Other
    Benefit Arrangements
    non-U.S. Mylan
  Note 17.
    Segment
    Information      step-up,
 114




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##### Table of Contents



(In thousands)

Generics


Specialty


Corporate /Calendar Year Ended December 31, 2009

Segment


Segment


Other(1)


ConsolidatedTotal revenuesThird party

$
4,677,813


$
414,972


$



$
5,092,785Intersegment


22,081



40,757



(62,838
)


Total

$
4,699,894


$
455,729


$
(62,838
)

$
5,092,785Segment profitability

$
1,322,999


$
70,400


$
(870,047
)

$
523,352   Generics


Specialty


Corporate /Calendar Year Ended
    December 31, 2008

Segment


Segment


Other(1)


ConsolidatedTotal revenuesThird party

$
4,283,525


$
385,963


$
468,097


$
5,137,585Intersegment


3,373



31,278



(34,651
)


Total

$
4,286,898


$
417,241


$
433,446


$
5,137,585Segment profitability

$
994,030


$
36,649


$
(732,794
)

$
297,885   Generics


Specialty


Corporate /Nine Months Ended
    December 31, 2007

Segment


Segment


Other(1)


ConsolidatedTotal revenuesThird party

$
2,076,635


$
102,126


$



$
2,178,761Intersegment


563



3,401



(3,964
)


Total

$
2,077,198


$
105,527


$
(3,964
)

$
2,178,761Segment profitability

$
608,483


$
18,880


$
(1,615,628
)

$
(988,265
)     (1)

    
    Includes certain corporate general and administrative and
    research and development expenses; an up-front payment of
    $18.0 million made with respect to the Companys
    execution of a co-development agreement that was entered into
    during the calendar year ended December 31, 2009;
    litigation settlements; intercompany eliminations; revenue
    related to the 2008 sale of Bystolic product rights;
    amortization of intangible assets and certain
    purchase-accounting items (such as the inventory
    step-up);
    impairment charges; and other expenses not directly attributable
    to segments. 115




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##### Table of Contents



Calendar Year Ended


Calendar Year Ended


Nine Months EndedDecember 31,
    2009


December 31,
    2008


December 31,
    2007(In thousands)Allergy

$
238,050


$
219,308


$
28,301Anti-infective Agents


600,807



455,513



166,383Cardiovascular


866,411



889,523



587,020Central Nervous System


1,428,142



1,235,340



584,466Dermatology


113,786



72,944



44,718Endocrine and Metabolic


399,620



408,384



198,875Gastrointestinal


401,448



357,489



149,804Renal and Genitourinary


183,858



209,374



122,484Respiratory Agents


288,966



310,993



71,167Other(1)


494,306



472,369



209,725$
5,015,394


$
4,631,237


$
2,162,943     (1)

    
    Other consists of numerous therapeutic classes, none of which
    individually exceeds 5% of consolidated net revenues.  Geographic
    Information
    Calendar Year Ended


Calendar Year Ended


Nine Months EndedDecember 31,
    2009


December 31,
    2008


December 31,
    2007(In thousands)The AmericasUnited States

$
2,370,975


$
2,075,308


$
1,342,564Other Americas


157,246



163,512



68,117Europe(1)


1,837,427



1,755,807



508,549Asia


649,746



636,610



243,713$
5,015,394


$
4,631,237


$
2,162,943     (1)

    
    Sales in France consisted of 14% and 16% of consolidated net
    revenues for the calendar years ended December 31, 2009 and
    2008.  Note 18.
    Commitments   116




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##### Table of Contents



OperatingDecember 31,

Leases(In thousands)2010

$
30,3342011


24,5232012


17,3542013


12,8612014


9,605Thereafter


63,172$
157,849             Note 19.
    Contingencies  Legal
    Proceedings
   117




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##### Table of Contents



Lorazepam
    and Clorazepate
    Pricing
    and Medicaid Litigation
  and/or and/or and/or and/or and/or
 118




---



##### Table of Contents



complaint-in-intervention
 119




---



##### Table of Contents



Modafinil
    Antitrust Litigation and FTC Inquiry
    Levetiracetam
    Digitek®

    Recall
    Pioglitazone
   120




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##### Table of Contents



EU
    Commission Proceedings
        Other
    Litigation
   121




---



##### Table of Contents



Managements
    Report on Internal Control over Financial Reporting    Internal
    Control  Integrated Framework
  Form 10-K.
 122




---



##### Table of Contents



Report of
    Independent Registered Public Accounting Firm              Internal Control 
    Integrated Framework
     123




---



##### Table of Contents



Report of
    Independent Registered Public Accounting Firm
    Internal Control  Integrated Framework
        Internal Control  Integrated Framework
       124




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##### Table of Contents



Mylan
    Inc.
    Supplementary Financial Information  Quarterly
    Financial Data
 (Unaudited, in thousands, except per share data)
  Calendar Year Ended December 31, 2009
  Three-Month Period EndedMarch 31,


June 30,


September 30,


December 31,2009


2009


2009(3)


2009(4)Total revenues

$
1,209,917


$
1,266,977


$
1,264,074


$
1,351,817Gross profit


525,733



527,767



504,980



515,992Net earnings (loss)


109,074



95,671



(4,421
)


47,424Net earnings (loss) attributable to Mylan Inc. common
    shareholders


71,299



58,111



(40,021
)


4,147Earnings (loss) per
    share(1):Basic

$
0.23


$
0.19


$
(0.13
)

$
0.01Diluted

$
0.23


$
0.19


$
(0.13
)

$
0.01Share
    prices(2):High

$
13.69


$
14.60


$
16.21


$
19.04Low

$
9.86


$
12.58


$
12.10


$
15.59   Calendar Year Ended December 31, 2008
  Three-Month Period
    Ended(7)March 31,


June 30,


September 30,


December 31,2008(5)


2008


2008(6)


2008Total revenues

$
1,074,461


$
1,203,122


$
1,656,848


$
1,203,154Gross profit


350,221



414,210



911,137



394,653Net (loss) earnings


(413,933
)


18,374



216,970



(21,518
)Net (loss) earnings attributable to Mylan Inc. common
    shareholders


(446,609
)


(16,313
)


182,362



(54,551
)(Loss) earnings per
    share(1):Basic

$
(1.47
)

$
(0.05
)

$
0.60


$
(0.18
)Diluted

$
(1.47
)

$
(0.05
)

$
0.47


$
(0.18
)Share
    prices(2)

    :High

$
15.40


$
13.35


$
14.02


$
11.28Low

$
10.33


$
11.40


$
10.85


$
5.77     (1)

    
    The sum of earnings (loss) per share for the quarters may not
    equal earnings per share for the total year due to changes in
    the average number of common shares outstanding and the effect
    of the if-converted method related to our outstanding
    mandatorily convertible preferred stock.(2)

    
    Closing prices for all dates prior to December 29, 2008 are
    as reported on the New York Stock Exchange. Closing prices for
    all dates subsequent to December 29, 2008 are as reported
    on The NASDAQ Stock Market.(3)

    
    The results for the three months ended September 30, 2009
    include a $121.0 million charge related to litigation
    settlements.(4)

    
    The results for the three months ended December 31, 2009
    include $114.2 million of net charges related to litigation.(5)

    
    The results for the three months ended March 31, 2008
    include a $385.0 million goodwill impairment charge.(6)

    
    The results for the three months ended September 30, 2008
    include $455.0 million of revenue and gross profit related
    to the sale of the Bystolic product rights.(7)

    
    The results are as adjusted for the adoption of accounting
    updates to the FASB Codification related to convertible debt
    instruments and noncontrolling interests. 125




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ITEM 9.
    Changes
    in and Disagreements with Accountants on Accounting and
    Financial Disclosure    ITEM 9A.
    Controls
    and Procedures        ITEM 9B.
    Other
    Information   PART III  ITEM 10.
    Directors,
    Executive Officers and Corporate Governance    Code of
    Ethics
    ITEM 11.
    Executive
    Compensation    ITEM 12.
    Security
    Ownership of Certain Beneficial Owners and Management and
    Related Stockholder Matters    ITEM 13.
    Certain
    Relationships and Related Transactions, and Director
    Independence   126




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##### Table of Contents



ITEM 14.
    Principal
    Accounting Fees and Services   PART IV  ITEM 15.
    Exhibits,
    Financial Statement Schedules  1.
    Consolidated
    Financial Statements    2.
    Financial
    Statement Schedules  MYLAN
    INC. AND SUBSIDIARIES
  SCHEDULE II 
    VALUATION AND QUALIFYING ACCOUNTS
 (In
    thousands)
  Additions


Additions(Deductions)


(Deductions)Charged to


Charged toBeginning


Costs and


Other





EndingDescription

Balance


Expenses


Accounts


Deductions


BalanceAllowance for doubtful accounts:Calendar year ended December 31, 2009

$
26,893


$
1,749


$
(5,588
)

$
(547
)

$
22,507Calendar year ended December 31, 2008

$
38,088


$
(2,355
)

$
(2,502
)

$
(6,338
)

$
26,893Nine months ended December 31, 2007

$
15,149


$
9,959


$
13,255


$
(275
)

$
38,088Valuation allowance for deferred tax assets:Calendar year ended December 31, 2009

$
110,194


$
55,889


$



$



$
166,083Calendar year ended December 31, 2008

$
76,100


$
53,421


$
(16,285
)

$
(3,042
)

$
110,194Nine months ended December 31, 2007

$
18,355


$
33,545


$
24,200
*

$



$
76,100     *
    
    Allowance recorded as part of the former Merck Generics business
    acquisition.  3.
    Exhibits  3.1

Amended and Restated Articles of Incorporation of the
    registrant, as amended to date, filed as Exhibit 3.1 to the
    Report on Form 10-Q for the quarter ended June 30, 2009, and
    incorporated herein by reference.3.2

Bylaws of the registrant, as amended to date, filed as Exhibit
    3.2 to the Report on Form 10-Q for the quarter ended June 30,
    2009, and incorporated herein by reference.4.1(a)

Rights Agreement dated as of August 22, 1996, between the
    registrant and American Stock Transfer & Trust Company,
    filed as Exhibit 4.1 to the Report on Form 8-K filed with the
    SEC on September 3, 1996, and incorporated herein by reference.4.1(b)

Amendment to Rights Agreement dated as of November 8, 1999,
    between the registrant and American Stock Transfer & Trust
    Company, filed as Exhibit 1 to Form 8-A/A filed with the SEC on
    March 31, 2000, and incorporated herein by reference.4.1(c)

Amendment No. 2 to Rights Agreement dated as of August 13, 2004,
    between the registrant and American Stock Transfer & Trust
    Company, filed as Exhibit 4.1 to the Report on Form 8-K filed
    with the SEC on August 16, 2004, and incorporated herein by
    reference. 127




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##### Table of Contents



4.1(d)

Amendment No. 3 to Rights Agreement dated as of September 8,
    2004, between the registrant and American Stock Transfer &
    Trust Company, filed as Exhibit 4.1 to the Report on Form 8-K
    filed with the SEC on September 9, 2004, and incorporated herein
    by reference.4.1(e)

Amendment No. 4 to Rights Agreement dated as of December 2,
    2004, between the registrant and American Stock Transfer &
    Trust Company, filed as Exhibit 4.1 to the Report on Form 8-K
    filed with the SEC on December 3, 2004, and incorporated herein
    by reference.4.1(f)

Amendment No. 5 to Rights Agreement dated as of December 19,
    2005, between the registrant and American Stock Transfer &
    Trust Company, filed as Exhibit 4.1 to the Report on Form 8-K
    filed with the SEC on December 19, 2005, and incorporated herein
    by reference.4.2(a)

Indenture, dated as of July 21, 2005, between the registrant and
    The Bank of New York, as trustee, filed as Exhibit 4.1 to the
    Report on Form 8-K filed with the SEC on July 27, 2005, and
    incorporated herein by reference.4.2(b)

Second Supplemental Indenture, dated as of October 1, 2007,
    among the registrant, the Subsidiaries of the registrant listed
    on the signature page thereto and The Bank of New York, as
    trustee, filed as Exhibit 4.1 to the Report on Form 8-K filed
    with the SEC on October 5, 2007, and incorporated herein by
    reference.4.3

Registration Rights Agreement, dated as of July 21, 2005, among
    the registrant, the Guarantors party thereto and Merrill Lynch,
    Pierce, Fenner & Smith Incorporated, BNY Capital Markets,
    Inc., KeyBanc Capital Markets (a Division of McDonald
    Investments Inc.), PNC Capital Markets, Inc. and SunTrust
    Capital Markets, Inc., filed as Exhibit 4.2 to the Report on
    Form 8-K filed with the SEC on July 27, 2005, and incorporated
    herein by reference.4.4

Indenture, dated as of September 15, 2008, among the registrant,
    the guarantors named therein and Bank of New York Mellon as
    trustee, filed as Exhibit 4.1 to the Report on Form 8-K filed
    with the SEC on September 15, 2008, and incorporated herein by
    reference.10.1

1986 Incentive Stock Option Plan, as amended to date, filed as
    Exhibit 10(b) to Form 10-K for the fiscal year ended March 31,
    1993, and incorporated herein by reference.*10.2

1997 Incentive Stock Option Plan, as amended to date, filed as
    Exhibit 10.3 to Form 10-Q for the quarter ended September 30,
    2002, and incorporated herein by reference.*10.3

1992 Nonemployee Director Stock Option Plan, as amended to date,
    filed as Exhibit 10(l) to Form 10-K for the fiscal year ended
    March 31, 1998, and incorporated herein by reference.*10.4(a)

Amended and Restated 2003 Long-Term Incentive Plan, filed as
    Exhibit 10.3 to Form 10-Q for the quarter ended June 30, 2009,
    and incorporated herein by reference.*10.4(b)

Form of Stock Option Agreement under the 2003 Long-Term
    Incentive Plan, filed as Exhibit 10.4(b) to Form 10-K for the
    fiscal year ended March 31, 2005, and incorporated herein by
    reference.*10.4(c)

Form of Restricted Share Award under the 2003 Long-Term
    Incentive Plan, filed as Exhibit 10.4(c) to Form 10-K for the
    fiscal year ended March 31, 2005, and incorporated herein by
    reference.*10.4(d)

Amendment No. 1 to the Amended and Restated 2003 Long-Term
    Incentive Plan, dated as of December 17, 2008, filed as Exhibit
    10.4(d) to Form 10-K for the fiscal year ended December 31,
    2008, and incorporated herein by reference.*10.5

Mylan Inc. Severance Plan, amended as of August, 2009, filed as
    Exhibit 10.6 to Form 10-Q for the quarter ended September 30,
    2009, and incorporated herein by reference.*10.6

3.75% Cash Convertible Notes due 2015 Purchase Agreement dated
    September 9, 2008, among the registrant and the initial
    purchaser named therein, filed as Exhibit 1.1 to the Report on
    Form 8-K filed with the SEC on September 15, 2008, and
    incorporated herein by reference.10.7(a)

Confirmation of OTC Convertible Note Hedge Transaction dated
    September 9, 2008, among the registrant, Merrill Lynch
    International and Merrill Lynch, Pierce, Fenner & Smith
    Incorporated, filed as Exhibit 10.1 to the Report on Form 8-K
    filed with the SEC on September 15, 2008, and incorporated
    herein by reference.10.7(b)

Confirmation of OTC Convertible Note Hedge Transaction, amended
    as of November 25, 2008, among the registrant, Merrill Lynch
    International and Merrill Lynch, Pierce, Fenner & Smith
    Incorporated, filed as Exhibit 10.7(b) to the Report on Form
    10-K for the fiscal year ended December 31, 2008, and
    incorporated herein by reference. 128




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##### Table of Contents



10.8

Confirmation of OTC Convertible Note Hedge Transaction dated
    September 9, 2008, between the registrant and Wells Fargo Bank,
    National Association, filed as Exhibit 10.2 to the Report on
    Form 8-K filed with the SEC on September 15, 2008, and
    incorporated herein by reference.10.9

Confirmation of OTC Warrant Transaction dated September 9, 2008,
    among the registrant, Merrill Lynch International and Merrill
    Lynch, Pierce, Fenner & Smith Incorporated, filed as
    Exhibit 10.3 to the Report on Form 8-K filed with the SEC on
    September 15, 2008, and incorporated herein by reference.10.10

Confirmation of OTC Warrant Transaction dated September 9, 2008,
    between the registrant and Wells Fargo Bank, National
    Association, filed as Exhibit 10.4 to the Report on Form 8-K
    filed with the SEC on September 15, 2008, and incorporated
    herein by reference.10.11

Amendment to Confirmation of OTC Warrant Transaction dated
    September 15, 2008 among the registrant, Merrill Lynch
    International and Merrill Lynch, Pierce, Fenner & Smith
    Incorporated, filed as Exhibit 10.5 to the Report on Form 8-K
    filed with the SEC on September 15, 2008, and incorporated
    herein by reference.10.12

Amendment to Confirmation of OTC Warrant Transaction dated
    September 15, 2008, between the registrant and Wells Fargo Bank,
    National Association, filed as Exhibit 10.6 to the Report on
    Form 8-K filed with the SEC on September 15, 2008, and
    incorporated herein by reference.10.13

Amendment to Confirmation of OTC Warrant Transaction dated as of
    September 9, 2008 among Mylan Inc., Merrill Lynch International
    and Merrill Lynch, Pierce, Fenner & Smith Incorporated,
    filed as Exhibit 10.7 to the Report on Form 8-K filed with the
    SEC on September 15, 2008, and incorporated herein by reference.10.14

Amendment to Confirmation of OTC Warrant Transaction dated as of
    September 9, 2008 among Mylan Inc., Merrill Lynch International
    and Merrill Lynch, Pierce, Fenner & Smith Incorporated,
    filed as Exhibit 10.8 to the Report on Form 8-K filed with the
    SEC on September 15, 2008, and incorporated herein by reference.10.15

Calculation Agent Agreement dated September 9, 2008, among the
    registrant, Wells Fargo Bank, National Association and Goldman
    Sachs International, filed as Exhibit 10.9 to the Report on Form
    8-K filed with the SEC on September 15, 2008, and incorporated
    herein by reference.10.16(a)

Amended and Restated Executive Employment Agreement dated as of
    April 3, 2006, between the registrant and Robert J. Coury filed
    as Exhibit 10.5 to Form 10-K for the fiscal year ended March 31,
    2006, and incorporated herein by reference.*10.16(b)

Amendment No. 1 to Amended and Restated Executive Employment
    Agreement, dated as of December 22, 2008, between the registrant
    and Robert J. Coury, filed as Exhibit 10.16(b) to Form 10-K for
    the fiscal year ended December 31, 2008, and incorporated herein
    by reference.*10.17(a)

Executive Employment Agreement dated as of July 1, 2004, between
    the registrant and Edward J. Borkowski, filed as Exhibit 10.27
    to Form 10-Q/A for the quarter ended September 30, 2004, and
    incorporated herein by reference.*10.17(b)

Amendment No. 1 to Executive Employment Agreement dated as of
    April 3, 2006, between the registrant and Edward J. Borkowski
    filed as Exhibit 10.6(b) to Form 10-K for the fiscal year ended
    March 31, 2006, and incorporated herein by reference.*10.17(c)

Amendment No. 2 to Executive Employment Agreement dated as of
    March 12, 2008, by and between registrant and Edward J.
    Borkowski filed as Exhibit 99.1 to the Report on Form 8-K filed
    with the SEC on March 12, 2008, and incorporated herein by
    reference.*10.17(d)

Amendment No. 3 to Executive Employment Agreement dated as of
    December 22, 2008, by and between registrant and Edward J.
    Borkowski, filed as Exhibit 17(d) to Form 10-K for the fiscal
    year ended December 31, 2008, and incorporated herein by
    reference.*10.18(a)

Executive Employment Agreement, dated as of January 31, 2007,
    between the registrant and Heather Bresch filed as Exhibit 10.3
    to Form 10-Q for the quarter ended March 31, 2008, and
    incorporated herein by reference.*10.18(b)

Amendment No. 1 to Executive Employment Agreement dated as of
    October 2, 2007, by and between the registrant and Heather
    Bresch filed as Exhibit 10.4 to Form 10-Q for the quarter ended
    March 31, 2008, and incorporated herein by reference.*10.18(c)

Amendment No. 2 to Executive Employment Agreement dated as of
    December 22, 2008, by and between the registrant and Heather
    Bresch, filed as Exhibit 10.18(c) to Form 10-K for the fiscal
    year ended December 31, 2008, and incorporated herein by
    reference.* 129




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##### Table of Contents



10.18(d)

Amendment No. 3 to Executive Employment Agreement dated as of
    August 31, 2009, by and between the registrant and Heather
    Bresch, filed as Exhibit 10.1 to Form 10-Q for the quarter ended
    September 30, 2009, and incorporated herein by reference.*10.19(a)

Executive Employment Agreement, dated as of January 31, 2007,
    between the registrant and Rajiv Malik filed as Exhibit 10.6 to
    Form 10-Q for the quarter ended March 31, 2008, and incorporated
    herein by reference.*10.19(b)

Amendment No. 1 to Executive Employment Agreement dated as of
    October 2, 2007, by and between the registrant and Rajiv Malik
    filed as Exhibit 10.7 to Form 10-Q for the quarter ended March
    31, 2008, and incorporated herein by reference.*10.19(c)

Amendment No. 2 to Executive Employment Agreement dated as of
    December 22, 2008, by and between the registrant and Rajiv
    Malik, filed as Exhibit 10.19(c) to Form 10-K for the fiscal
    year ended December 31, 2008, and incorporated herein by
    reference.*10.19(d)

Amendment No. 3 to Executive Employment Agreement dated as of
    August 31, 2009, by and between the registrant and Rajiv Malik,
    filed as Exhibit 10.2 to Form 10-Q for the quarter ended
    September 30, 2009, and incorporated herein by reference.*10.20(a)

Executive Employment Agreement, dated as of February 28, 2008,
    between the registrant and Daniel C. Rizzo, Jr.*10.20(b)

Amendment No. 1 to Executive Employment Agreement, dated as of
    December 22, 2008, between the registrant and Daniel C. Rizzo,
    Jr.*10.21(a)

Retirement Benefit Agreement dated as of December 31, 2004,
    between the registrant and Robert J. Coury filed as Exhibit 10.7
    to Form 10-Q for the quarter ended December 31, 2004, and
    incorporated herein by reference.*10.21(b)

Amendment No. 1 to Retirement Benefit Agreement dated as of
    April 3, 2006, between the registrant and Robert J. Coury filed
    as Exhibit 10.11(b) to Form 10-K for the fiscal year ended March
    31, 2006, and incorporated herein by reference.*10.21(c)

Amendment No. 2 to Retirement Benefit Agreement dated as of
    December 22, 2008, between the registrant and Robert J. Coury.
    filed as Exhibit 10.21(c) to Form 10-K for the fiscal year ended
    December 31, 2008, and incorporated herein by reference.*10.22(a)

Retirement Benefit Agreement dated as of December 31, 2004,
    between the registrant and Edward J. Borkowski, filed as Exhibit
    10.8 to Form 10-Q for the quarter ended December 31, 2004, and
    incorporated herein by reference.*10.22(b)

Amendment No. 1 to Retirement Benefit Agreement dated as of
    April 3, 2006, between the registrant and Edward J. Borkowski
    filed as Exhibit 10.12(b) to Form 10-K for the fiscal year ended
    March 31, 2006, and incorporated herein by reference.*10.22(c)

Amendment No. 2 to Retirement Benefit Agreement dated as of
    December 22, 2008, between the registrant and Edward J.
    Borkowski, filed as Exhibit 10.20(c) to Form 10-K for the fiscal
    year ended December 31, 2008, and incorporated herein by
    reference.*10.23

Retirement Benefit Agreement dated as of August 31, 2009, by and
    between the registrant and Heather Bresch filed as Exhibit 10.3
    to Form 10-Q for the quarter ended September 30, 2009, and
    incorporated herein by reference.*10.24

Retirement Benefit Agreement dated as of August 31, 2009, by and
    between the registrant and Rajiv Malik filed as Exhibit 10.4 to
    Form 10-Q for the quarter ended September 30, 2009, and
    incorporated herein by reference.*10.25

Retirement Benefit Agreement dated January 27, 1995, between the
    registrant and C.B. Todd, filed as Exhibit 10(b) to Form 10-K
    for the fiscal year ended March 31, 1995, and incorporated
    herein by reference.*10.26

Split Dollar Life Insurance Arrangement between the registrant
    and the Milan Puskar Irrevocable Trust filed as Exhibit 10(h) to
    Form 10-K for the fiscal year ended March 31, 1996, and
    incorporated herein by reference.*10.27(a)

Transition and Succession Agreement dated as of December 15,
    2003, between the registrant and Robert J. Coury, filed as
    Exhibit 10.19 to Form 10-Q for the quarter ended December 31,
    2003, and incorporated herein by reference.* 130




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##### Table of Contents



10.27(b)

Amendment No. 1 to Transition and Succession Agreement dated as
    of December 2, 2004, between the registrant and Robert J. Coury,
    filed as Exhibit 10.1 to Form 10-Q for the quarter ended
    December 31, 2004, and incorporated herein by reference.*10.27(c)

Amendment No. 2 to Transition and Succession Agreement dated as
    of April 3, 2006, between the registrant and Robert J. Coury
    filed as Exhibit 10.19(c) to Form 10-K for the fiscal year ended
    March 31, 2006, and incorporated herein by reference.*10.27(d)

Amendment No. 3 to Transition and Succession Agreement dated as
    of December 22, 2008, between the registrant and Robert J.
    Coury, filed as Exhibit 10.25(d) to Form 10-K for the fiscal
    year ended December 31, 2008, and incorporated herein by
    reference.*10.28(a)

Transition and Succession Agreement dated as of December 15,
    2003, between the registrant and Edward J. Borkowski, filed as
    Exhibit 10.20 to Form 10-Q for the quarter ended December 31,
    2003, and incorporated herein by reference.*10.28(b)

Amendment No. 1 to Transition and Succession Agreement dated as
    of December 2, 2004, between the registrant and Edward J.
    Borkowski, filed as Exhibit 10.2 to Form 10-Q for the quarter
    ended December 31, 2004, and incorporated herein by reference.*10.28(c)

Amendment No. 2 to Transition and Succession Agreement dated as
    of April 3, 2006, between the registrant and Edward J. Borkowski
    filed as Exhibit 10.20(c) to Form 10-K for the fiscal year ended
    March 31, 2006, and incorporated herein by reference.*10.28(d)

Amendment No. 3 to Transition and Succession Agreement dated as
    of December 22, 2008, between the registrant and Edward J.
    Borkowski, filed as Exhibit 10.26(d) to Form 10-K for the fiscal
    year ended December 31, 2008, and incorporated herein by
    reference.*10.29(a)

Amended and Restated Transition and Succession Agreement dated
    as of October 2, 2007, between the registrant and Heather
    Bresch, filed as Exhibit 10.2 to Form 10-Q for the quarter ended
    March 31, 2008, and incorporated herein by reference.*10.29(b)

Amendment No. 1 to Transition and Succession Agreement dated as
    of December 22, 2008, between the registrant and Heather Bresch,
    filed as Exhibit 10.27(b) to Form 10-K for the fiscal year ended
    December 31, 2008, and incorporated herein by reference.*10.30(a)

Transition and Succession Agreement dated as of January 31,
    2007, between the registrant and Rajiv Malik, filed as Exhibit
    10.5 to Form 10-Q for the quarter ended March 31, 2008, and
    incorporated herein by reference.*10.30(b)

Amendment No. 1 to Transition and Succession Agreement dated as
    of December 22, 2008, between the registrant and Rajiv Malik,
    filed as Exhibit 10.28(b) to Form 10-K for the fiscal year ended
    December 31, 2008, and incorporated herein by reference.*10.31(a)

Transition and Succession Agreement dated as of February 28,
    2008, between the registrant and Daniel C. Rizzo, Jr.*10.31(b)

Amendment No. 1 to Transition and Succession Agreement dated as
    of December 22, 2008, between the registrant and Daniel C.
    Rizzo, Jr.*10.31(c)

Amendment No. 2 to Transition and Succession Agreement dated as
    of October 15, 2009, between the registrant and Daniel C. Rizzo,
    Jr.*10.32

Executives Retirement Savings Plan, filed as Exhibit 10.14
    to Form 10-K for the fiscal year ended March 31, 2001, and
    incorporated herein by reference.*10.33

Supplemental Health Insurance Program For Certain Officers of
    the registrant, effective December 15, 2001, filed as Exhibit
    10.1 to Form 10-Q for the quarter ended December 31, 2001, and
    incorporated herein by reference.*10.34

Form of Indemnification Agreement between the registrant and
    each Director, filed as Exhibit 10.31 to Form 10-Q/A for the
    quarter ended September 30, 2004, and incorporated herein by
    reference.*10.35

Description of the registrants Director Compensation
    Arrangements, filed as Exhibit 10.32 to Form 10-K for the fiscal
    year ended December 31, 2008, and incorporated herein by
    reference.*10.36

Agreement Regarding Consulting Services and Shareholders
    Agreement dated as of December 31, 2007 by and among the
    registrant, MP Laboratories (Mauritius) Ltd, Prasad Nimmagadda,
    Globex and G2 Corporate Services Limited, filed as Exhibit 10.26
    to Form 10-KT/A for the period ended December 31, 2007, and
    incorporated herein by reference. 131




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##### Table of Contents



10.37(a)

Share Purchase Agreement dated May 12, 2007 by and among Merck
    Generics Holding GmbH, Merck Internationale Beteiligung GmbH,
    Merck KGaA and the registrant, filed with the Report on Form 8-K
    filed with the SEC on May 17, 2007, and incorporated herein by
    reference.10.37(b)

Amendment No. 1 to Share Purchase Agreement by and among the
    registrant and Merck Generics Holding GmbH, Merck S.A. Merck
    Internationale Beteiligung GmbH and Merck KGaA, filed as Exhibit
    10.1 to the Report on Form 8-K filed with the SEC on October 5,
    2007, and incorporated herein by reference.10.38

Amended and Restated Credit Agreement dated as of December 20,
    2007 by and among the registrant, Mylan Luxembourg 5
    S.à.r.l., certain lenders and JPMorgan Chase Bank, National
    Association, as Administrative Agent, filed as Exhibit 10.1 to
    the Report on Form 8-K filed with the SEC on December 27, 2007,
    and incorporated herein by reference.10.39

Separation Agreement and Release dated February 20, 2009, by and
    between the registrant and Edward J. Borkowski, filed as Exhibit
    10.36 to the Form 10-K for the fiscal year ended December 31,
    2008, and incorporated herein by reference.*10.40

Executive Employment Agreement dated as of June 1, 2009, by and
    between the registrant and Jolene Varney, filed as Exhibit 10.1
    to the Form 10-Q for the quarter ended June 30, 2009, and
    incorporated herein by reference.*10.41

Transition and Succession Agreement dated as of June 1, 2009, by
    and between the registrant and Jolene Varney, filed as Exhibit
    10.2 to the Form 10-Q for the quarter ended June 30, 2009, and
    incorporated herein by reference.*10.42

Agreement dated as of September 22, 2009, by and between the
    registrant and Milan Puskar, filed as Exhibit 10.5 to the Form
    10-Q for the quarter ended June 30, 2009, and incorporated
    herein by reference.*10.43

Mylan 401(k) Restoration Plan, filed as Exhibit 10.1 to the
    Report on Form 8-K filed with the SEC on December 11, 2009, and
    incorporated herein by reference.*10.44

Mylan Executive Income Deferral Plan, filed as Exhibit 10.2 to
    the Report on Form 8-K filed with the SEC on December 11, 2009,
    and incorporated herein by reference.*21

Subsidiaries of the registrant.23

Consent of Independent Registered Public Accounting Firm.31.1

Certification of Principal Executive Officer pursuant to Section
    302 of the Sarbanes-Oxley Act of 2002.31.2

Certification of Principal Financial Officer pursuant to Section
    302 of the Sarbanes-Oxley Act of 2002.32

Certification of Principal Executive Officer and Principal
    Financial Officer pursuant to Section 906 of the Sarbanes-Oxley
    Act of 2002.     *
    
    Denotes management contract or compensatory plan or arrangement. 132




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##### Table of Contents



SIGNATURES      by
    /s/  ROBERT
    J. COURY       Signature

Title/s/  ROBERT
    J. COURYRobert
    J. Coury

Chairman, Chief Executive Officer and Director (Principal Executive Officer)/s/  HEATHER
    BRESCHHeather
    Bresch

President/s/  DANIEL
    C. RIZZO, JR.Daniel
    C. Rizzo, Jr.

Senior Vice President, Chief Accounting Officer and Corporate
    Controller(Principal Financial and Accounting Officer)/s/  ROD
    PIATTRod
    Piatt

Vice Chairman and Director/s/  WENDY
    CAMERONWendy
    Cameron

Director/s/  NEIL
    DIMICKNeil
    Dimick

Director/s/  DOUGLAS
    J. LEECHDouglas
    J. Leech

Director/s/  JOSEPH
    C. MAROON, M.D.Joseph
    C. Maroon, M.D.

Director/s/  MARK
    W. PARRISHMark
    W. Parrish

Director/s/  C.B.
    TODDC.B.
    Todd

Director/s/  R.L.
    VANDERVEEN, PH.D., R. PH.R.L.
    Vanderveen, Ph.D., R.Ph.

Director  133




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##### Table of Contents



EXHIBIT INDEX
  10
.20(a)

Executive Employment Agreement, dated as of February 28, 2008,
    between the registrant and Daniel C. Rizzo, Jr.*10
.20(b)

Amendment No. 1 to Executive Employment Agreement, dated as of
    December 22, 2008, between the registrant and Daniel C. Rizzo,
    Jr.*10
.31(a)

Transition and Succession Agreement dated as of February 28,
    2008, between the registrant and Daniel C. Rizzo, Jr.*10
.31(b)

Amendment No. 1 to Transition and Succession Agreement dated as
    of December 22, 2008, between the registrant and Daniel C.
    Rizzo, Jr.*10
.31(c)

Amendment No. 2 to Transition and Succession Agreement dated as
    of October 15, 2009, between the registrant and Daniel C. Rizzo,
    Jr.*21


Subsidiaries of the registrant.23


Consent of Independent Registered Public Accounting Firm.31
.1

Certification of Principal Executive Officer pursuant to Section
    302 of the Sarbanes-Oxley Act of 2002.31
.2

Certification of Principal Financial Officer pursuant to Section
    302 of the Sarbanes-Oxley Act of 2002.32


Certification of Principal Executive Officer and Principal
    Financial Officer pursuant to Section 906 of the Sarbanes-Oxley
    Act of 2002.  134