EXHIBIT 99.  CAUTIONARY STATEMENT UNDER PRIVATE SECURITIES
             LITIGATION REFORM ACT OF 1995 - "SAFE HARBOR" FOR
             FORWARD-LOOKING DISCLOSURES

Certain forward-looking statements are included in this Form 10-K and may be
made by Company spokespersons based on current expectations of management. All
forward-looking statements made by the Company are subject to risks and
uncertainties. Certain factors, including but not limited to those listed below,
may cause actual results to differ materially from current expectations and
historical results.

- -  Competitive factors, including generic competition as patents on key
   products, such as Prozac, expire; pricing pressures, both in the U.S. and
   abroad, primarily from managed care groups and government agencies; and new
   patented products or expanded indications for existing products introduced by
   competitors, which can lead to declining demand for the Company's products.

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

- -  Economic factors over which the Company has no control, including changes in
   inflation, interest rates and foreign currency exchange rates, and overall
   economic conditions in volatile areas such as Latin America.

- -  Governmental factors, including laws and regulations and judicial decisions
   at the state and federal level related to Medicare, Medicaid and health care
   reform that could adversely affect pricing and reimbursement of the Company's
   products; and laws and regulations affecting international operations.

- -  The difficulties and uncertainties inherent in new product development.  New
   product candidates that appear promising in development may fail to reach the
   market or may have only limited commercial success because of efficacy or
   safety concerns, inability to obtain necessary regulatory approvals,
   difficulty or excessive costs to manufacture, or infringement of the patents
   or intellectual property rights of others.

- -  Delays and uncertainties in the FDA approval process and the approval
   processes in other countries, resulting in lost market opportunity.

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

- -  Legal factors including unanticipated litigation of product liability or
   other liability claims; antitrust litigation; environmental matters; and
   patent disputes with competitors which could preclude commercialization of
   products or negatively affect the profitability of existing products. In
   particular, while the Company believes that its U.S. patents on Prozac are
   valid and enforceable, there can be no assurance that the Company will
   prevail in the various legal challenges to those patents.

- -  Changes in tax laws, including laws related to the remittance of foreign
   earnings or investments in foreign countries with favorable tax rates, and
   settlements of federal, state, and foreign tax audits.

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

- -  Internal factors such as changes in business strategies and the impact of
   restructurings and business combinations.