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                                                                    EXHIBIT 99.2

                           FORWARD-LOOKING STATEMENTS

         Certain of our statements about our financial condition, results of
operations, cash flows, dividends, financing plans, business strategies,
capital or other expenditures, competitive positions, growth opportunities,
plans and objectives of management, and other matters are forward-looking
statements. The words "estimate," "project," "intend," "expect," "believe,"
"forecast," and similar expressions are intended to identify these
forward-looking statements, but some of these statements may use other
phrasing. In addition, any statement that is not a historical fact is a
"forward-looking statement." Such forward-looking statements are not guarantees
of future performance and are subject to risks, uncertainties and other factors
that may cause the actual results, performance or achievements of Matria to
differ materially from historical results or from any results expressed or
implied by such forward-looking statements. In addition to the specific risk
factors described in the Exhibit entitled "Risk Factors" included in this
filing, important factors that could cause actual results to differ materially
from those suggested by the forward-looking statements include, but are not
limited to:

         - changes in reimbursement rates, policies or payment practices by
           third-party payors, whether initiated by the payor or legislatively
           mandated;

         - the loss of major customers;

         - termination of our exclusive supply agreement with Nipro Corporation
           or failure to continue the agreement on the terms currently in
           effect;

         - impairment of our rights in our intellectual property;

         - increased or more effective competition;

         - new technologies that render obsolete or non-competitive products
           and services offered by us;

         - changes in laws or regulations applicable to us or failure to comply
           with existing laws and regulations;

         - future healthcare or budget legislation or other health reform
           initiatives;

         - increased exposure to professional negligence liability;

         - losses due to foreign currency exchange rate fluctuations or
           deterioration of economic conditions in foreign markets;

         - changes in company-wide or business unit strategies;

         - the effectiveness of our advertising, marketing and promotional
           programs;

         - market acceptance of our disease management products; and

         - increases in interest rates.

         Many of such factors are beyond our ability to control or predict, and
readers are cautioned not to put undue reliance on such forward-looking
statements. Except as required by law, we expressly disclaim any obligation to
publicly release any revisions to these forward-looking statements to reflect
events or circumstances after the date of this information circular or to
reflect the occurrence of unanticipated events.