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                                                                EXHIBIT 99(b)(2)

                             ALLEGIANCE CORPORATION
                   STOCK OPTION PLAN ADOPTED NOVEMBER 5, 1998
                              TERMS AND CONDITIONS


1.  PURPOSE

This Stock Option Plan dated November 5, 1998 ("Plan") is adopted pursuant to
the Allegiance 1996 Incentive Compensation Program ("Program") for the purposes
started in the Program.

2.  PARTICIPANTS

Participants in this Plan ("Optionee") shall be valued employees of Allegiance
Corporation or its subsidiaries ("Company") who have been selected by the
Committee, as defined in the Program ("Committee"), and to whom the Committee
makes an award of an option ("Option") under this Plan.

3.  AWARDS

Each Option shall consist of a Stock Option as defined in the Program and is
granted under the terms and conditions contained in the Program and this Plan.
Not more than 200,000 Options in total may be awarded by the Committee under
this Plan. Terms defined in the Program shall have the same meaning when used in
the Plan and to the extent that any of the terms and conditions contained in
this Plan are inconsistent with the Program, the terms of the Program shall
control. However, it shall be a condition to receipt of Options under this Plan
that the Optionee waive the right to immediate exercise of the Options under
Section 12.8 of the Program in connection with the consummation of the
transactions contemplated by that certain agreement and plan of merger among
Allegiance Corporation, Cardinal Health, Inc. and Cardinal Health, Inc. Merger
Corp. dated on or about October 8, 1998. No Option issued under the Plan is
intended to qualify as an Incentive Stock Option within the meaning of Section
422 of the United States Internal Revenue Code.

4.  VESTING, EXERCISE AND EXPIRATION

4.1 Each Option will vest in three equal installments on the first, second and
third anniversary of the grant. Each Option shall not vest more than three years
after the Optionee's employment is terminated by retirement at or after age 55
but shall otherwise continue to vest until the Option expires pursuant to
Section 4.4

4.2 When vested and until it expires, each Option may be exercised in whole or
in part in the manner specified by the Stockholder Services Department of
Allegiance Corporation. If exercised in part, the Option must be exercised in
installments consisting of at least 100 shares or, if options for less than 100
shares are then exercisable, for the number of shares then exercisable. Shares
of Common Stock may 


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not be used to pay the exercise price of the Option unless certificates
representing such shares have been issued and are delivered by the Optionee in
accordance with the requirements specified by the Stockholder Services
Department. Residents of the United Kingdom may not use shares of Common Stock
to pay the exercise price of the Option in any circumstances.

4.3 If the Optionee's employment by the Company is terminated by death or
disability more than twelve (12) months after the date on which the Option is
granted, the optionee or the Optionee's legal representative or the person or
persons to whom the Optionee's rights under the Option are transferred by will
or the laws of descent and distribution shall have the right to exercise the
Option until it expires in accordance with its terms with respect to all or any
part of the shares remaining subject to the Option (whether or not such shares
were purchasable by the Optionee under Section 4.1 at the time of death).

4.4 Each Option shall expire at the close of business on the earlier of a date
determined as follows or, if such data is not a Business Day, then the last
Business Day preceding such date: (i) one year after the date on which
employment of the Optionee by the Company shall have been terminated by the
Optionee's death or disability; (ii) five years after the date on which
employment of the Optionee by the Company shall have been terminated by
retirement at or after age 55; (iii) three months after the date on which
employment of the Optionee by the Company shall have terminated except as
provided in subsection 4.4(i) and (ii), unless the Optionee dies or becomes
disabled during said three-month period, in which case the relevant date shall
be one year after the termination; or (iv) ten years from the date on which the
Option was granted. "Business Day" shall mean any day, other than Saturday or
Sunday, when the corporate headquarters of the Company is open for the
transaction of business and when the Common Stock is traded on the New York
Stock Exchange. A transfer of an Optionee from employment by one corporation to
another among Allegiance Corporation and its subsidiaries, or a transfer of an
Optionee to employment by another corporation which assumes the Option or issues
a substitute Option in a transaction to which Section 424 of the Internal
Revenue Code applies, shall not be considered a termination of employment for
purposes of the Option.


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