Media Briefing:
Richard T. Clark Named Chief Executive Officer and President of Merck;
Company Veteran with Managed Care and Manufacturing Experience to Lead Merck
Whitehouse Station, N.J.

May 5, 2005

(As Prepared For Delivery)

Lawrence A. Bossidy:
As most of you probably have seen in the press release, Merck announced early today that Dick Clark has been elected to serve as the Company’s chief executive officer and president, effective today.  And I will chair a newly structured Executive Committee of the Board, which will work closely with Dick as he assumes his new responsibilities. 

This is an exciting day for Merck and it marks a new chapter in the history of a great Company.  The selection of Dick Clark was the result of a thorough and wide-ranging search process. We looked at a number of highly qualified internal and external candidates, both inside and outside the industry.  The more we looked, the more convinced we became that the ideal candidate would be familiar and experienced with the industry and Merck. In addition, we wanted a candidate who could lead change at Merck to meet the dynamic challenges and demands of the health care environment. We found such a candidate in Dick Clark. He is an experienced chief executive, a superb strategist, and a leader of change.  He is someone who knows Merck, who knows the industry, and who has a keen understanding of the environment in which the Company operates. 

As the new CEO and president, Dick will follow in the footsteps of leaders such as George Merck, the Company’s founder; George W. Merck, his son who served as Merck’s president for 25 years; James Kerrigan, who oversaw Merck’s merger with Sharp & Dohme; Roy Vagelos, who led the creation of the Mectizan Donation Program and, of course, Ray Gilmartin, whom I will say more about later. 

As CEO of Medco Health Solutions, Dick delivered impressive growth.  He proved to be an exceptional leader and strategist, identifying and capitalizing on Medco Health’s unique capabilities to build the foundation of what has become one of the world’s leading healthcare companies. 

Here at Merck, Dick Clark has been the architect of some of this Company’s most important strategic initiatives.  He has been a force within Merck to maximize the potential of the pipeline, accelerate the introduction of new medicines, streamline business processes, and focus resources in ways that maximize competitive advantage. 

Dick is uniquely experienced and exceptionally well qualified to lead the Company in turning Merck’s excellent science into innovative products that benefit patients and build shareholder value. 

A few moments ago, I mentioned some of the previous leaders of Merck. I want to personally thank Ray Gilmartin for his strong leadership over the past 10 years.  He has been a tireless champion of science, of ethics and corporate responsibility, and of Merck’s great potential. During his tenure, Merck launched more than 20 life-saving or life-improving medicines and vaccines.  Ray has also left his mark in the development of Merck’s first Ethics Office in 1995 and Merck’s partnership with the Gates Foundation and the government of Botswana to develop a model program to fight HIV/AIDS.  Ray leaves us with a pipeline that is growing and advancing, a more efficient cost structure, new approaches to sales and marketing, and new ways to increase access to medicines.  Ray—thank you.

Again, this is an exciting day for Merck. I am confident that in Dick Clark we have chosen the best candidate—one who can help lead the change at Merck to meet the dynamic challenges and demands of the environment while remaining true to the culture and values that make Merck unique.

And now, I’ll turn the call over to Ray Gilmartin.

Raymond V. Gilmartin:
Thank you, Larry.  I am very pleased that Dick Clark has been elected to succeed me as CEO and president of Merck.  He is an excellent choice. 

As a veteran of this great Company, Dick brings to the job a wealth of Merck experience, great knowledge of our industry, and a history of leading change -- always focused on making the Company more effective at delivering value for patients, physicians, payers and shareholders.   We have entrusted in Dick some of the Company’s most critical strategic assignments.  During his tenure, Medco Health was the largest and most innovative company in the pharmacy benefits management industry and today, following its successful spin-off from Merck, it is one of the world’s leading healthcare companies. Dick has consistently worked across divisions to focus our resources on maximizing the potential of our pipeline.  And he was the driving force behind our most far-reaching initiatives to make the Company more efficient and to reduce our cost structure.  And Dick has been a great leader of people and a role model for our values as a Company.  I know he will be successful in his new role.  

Dick’s long tenure as a leader here at Merck, along with our strong and experienced senior management team, will make this a smooth transition indeed.  I will help in this process in any way I can as Special Advisor to the Board’s Executive Committee.  I strongly believe that a retired CEO should be available to help a new CEO, when asked, but otherwise should clear the way for the new leader.
 
Dick, I wish you every success in carrying out your responsibilities in the great tradition of Merck.

Richard T. Clark:
Thank you, Ray.  I am honored to be selected as the CEO and president of Merck. I started working at Merck as a quality control inspector and believe me, I never dreamed that one day I would be leading the Company. But I am grateful for the opportunity as well as the trust and confidence that have been placed in me by the Merck Board.

Having been at Merck for many years, I know first-hand that this is a great Company, with a long and distinguished record of discovering and developing important medical breakthroughs. Along with Merck’s experienced and talented senior management team, I look forward to leading the change that is necessary to continue Merck’s success into the future. As CEO, my priorities are clear—meeting the needs of patients and building shareholder value.

I am excited about Merck’s future prospects and the opportunities that lie ahead. In the coming days and months, my Management Committee colleagues and I will revisit our business strategy to determine how best to drive the Company’s growth. We will undertake this work knowing that we have tremendous assets at Merck—a growing pipeline, a sound financial footing, and what I believe are the best people in the industry.

And while we will be open to new and creative approaches to driving shareholder value, we will remain true to what has been, and will continue to be, the foundation of Merck—our commitment to scientific excellence, to ethics and values, and to putting patients first. This is a very special Company and I look forward to building upon our tradition of excellence. Thank you.

Forward-Looking Statement
This press release contains "forward-looking statements" as that term is defined in the Private Securities Litigation Reform Act of 1995. These statements involve risks and uncertainties, which may cause results to differ materially from those set forth in the statements. The forward-looking statements may include statements regarding product development, product potential or financial performance. No forward-looking statement can be guaranteed, and actual results may differ materially from those projected. Merck undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events, or otherwise. Forward-looking statements in this press release should be evaluated together with the many uncertainties that affect Merck's business, particularly those mentioned in the cautionary statements in Item 1 of Merck's Form 10-K for the year ended Dec. 31, 2004, and in its periodic reports on Form 10-Q and Form 8-K, which the company incorporates by reference.

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