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Part II                                                             Exhibit 99.2
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              Letter re: Independent Auditors' Preferability Letter


August 7, 1997


CVS Corporation
One CVS Drive
Woonsocket, RI  02895

Ladies and Gentlemen:

      We have audited the consolidated balance sheets of CVS Corporation, as of
December 31, 1996 and 1995, and the related consolidated statements of
operations, shareholders' equity, and cash flows for each of the years in the
three-year period ended December 31, 1996, and have reported thereon under date
of July 16, 1997. The aforementioned consolidated financial statements and our
report thereon are incorporated by reference on Form S-3, filed July 16, 1997.
As stated on page 17 of the Company's 1996 consolidated financial statements,
which is incorporated by reference on Form S-3, the Company states the Revco
portion of inventories and cost of sales have been restated from last-in,
first-out ("LIFO") method to the first-in, first-out method ("FIFO") in order
to conform the accounting method for combined inventories. The Company states in
its consolidated financial statements that the change is a conforming change for
the acquired inventories for both book and tax based on the presumption that all
like inventory should be calculated on the same method. In addition, the Company
believes the change provides a better matching of income and expenses due to the
stability of costs and a better representation in the statement of position. In
accordance with your request, we have reviewed and discussed with Company
officials the circumstance and business judgment and planning upon which the
decision to make this change in the method of accounting was based.

     With regard to the aforementioned accounting change, authoritative criteria
have not been established for evaluating the preferability of one acceptable
method of accounting over another acceptable method. However, for purposes of
CVS Corporation"s compliance with the requirements of the Securities and
Exchange Commission, we are furnishing this letter.

     Based on our review and discussion, with reliance on management's business
judgment and planning, we concur that the newly adopted method of accounting is
preferable in the Company's circumstances.


     Very truly yours,

/s/  KPMG Peat Marwick LLP
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KPMG PEAT MARWICK LLP
Providence, Rhode Island



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