News Release

BAXTER ADDS FIFTH "PUT" OPTION TO ITS 1-1/4% CONVERTIBLE DEBENTURES DUE JUNE 1, 2021

Additional "Put" Option Exercisable During May 2003, Payable June 1, 2003

DEERFIELD, Ill., May 29, 2002 -- Baxter International Inc.
(NYSE: BAX) announced today that it will add a fifth option for holders to "put" their convertible debentures to Baxter at par on June 1, 2003.

In May 2001, Baxter completed a private offering of approximately $800 million of convertible debentures. The approximately $800 million offering comprised debt securities convertible into shares of Baxter common stock under specified conditions, with options for holders to "put" their convertible debentures at par after 1, 5, 10 or 15 years. Baxter used the proceeds to refinance existing short-term debt.

The company has decided to offer the additional put option to provide bondholders with more flexibility. While Baxter's original offering specified four option periods for bondholders to "put" their convertible debentures to the company, five is more commonplace for such a long-term debt instrument. All other terms of the convertible debt offering remain the same, including the interest rate, conversion price and maturity.

Each holder of the debentures had the right to require Baxter to repurchase on June 1, 2002 all or any part of such holder's debentures for cash at a price equal to 100% of the principal amount. In order to exercise this repurchase right, a holder must have provided notice on or before the close of business on May 23, 2002 in accordance with the procedures of the trustee, The Depository Trust Company. Given the announcement today of the additional put option, any holder who previously delivered a purchase notice to the trustee may still withdraw their purchase notice at any time prior to the close of business on May 30, 2002, in accordance with the procedures of The Depository Trust Company.

The prospectus relating to the debentures will be amended to reflect this additional option, and will be filed shortly with the Securities and Exchange Commission.

Baxter has consulted with certain investment advisors with respect to the debentures, and some of those advisors may make a market in, purchase or sell such debentures in the open market from time to time.

Baxter International Inc. (NYSE:BAX) is a global health care company that, through its subsidiaries, provides critical therapies for people with life-threatening conditions. Baxter's bioscience, medication delivery and renal products and services are used to treat patients with some of the most challenging medical conditions including cancer, hemophilia, immune deficiencies, infectious diseases, kidney disease and trauma.

FOR ADDITIONAL INFORMATION:

	Media Contact: Deborah Spak, 847-948-2349 Investor Contacts: Neville Jeharajah, 847-948-2875 Mary Kay Ladone, 847-948-3371