This is a summary of the annual report of the Caremark Rx, Inc. Flexible Benefits Plan, EIN 63-1151076, Plan No. 599, medical, life insurance, dental, vision, temporary disability, long-term disability, death benefits, accidental death and dismemberment and employee assistance for period January 1, 2005 through December 31, 2005. The annual report has been filed with the Employee Benefits Security Administration, U.S. Department of Labor, as required under the Employee Retirement Income Security Act of 1974 (ERISA).

Caremark Rx, Inc. has committed itself to pay certain medical and dental claims under the terms of this plan.

The plan has contracts with UNUM Life Insurance Company of America, Cole Managed Vision, The Prudential Insurance Company of America, Triple-S Inc., ValueOptions, Inc., The Prudential Life Insurance Company of America, Hawaii Medical Services Association, Cigna Dental Health Plan of Arizona, Inc. to pay certain medical and dental claims and all life insurance, vision, temporary disability, long term disability, death benefits, accidental death and dismemberment and employee assistance claims incurred under the terms of the plan. The total premiums paid for the plan year ending December 31, 2005 were $6,414,190.

Because they are so called "experience-rated" contracts, the premium costs are affected by, among other things, the number and size of claims. Of the total insurance premiums paid for the plan year ending December 31, 2005, the premiums paid under such "experience-rated" contracts were $27,149 and the total of all benefit claims paid under these experience-rated contracts during the plan year was $22,473.

You have the right to receive a copy of the full annual report, or any part thereof, on request. The items listed below are included in that report:

1. insurance information, including sales commissions paid by insurance carriers.

To obtain a copy of the full annual report, or any part thereof, write or call Caremark Rx, Inc., 2211 Sanders Road, Northbrook, IL 60062, (847) 559-5445. The charge to cover copying costs will be 25 cents per page.

You also have the legally protected right to examine the annual report at the main office of the plan (Caremark Rx, Inc., 2211 Sanders Road, Northbrook, IL 60062) and at the U.S. Department of Labor in Washington, D.C., or to obtain a copy from the U.S. Department of Labor upon payment of copying costs. Requests to the Department should be addressed to: Public Disclosure Room, Room N1513, Employee Benefits Security Administration, U.S. Department of Labor, 200 Constitution Avenue, N.W., Washington, D.C. 20210.

First published July 29, 2003

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