News Release

DEERFIELD, Ill., December 20, 2002 -- Baxter Healthcare Corporation today announced that it has entered into a definitive agreement to acquire certain assets from Alpha Therapeutic Corporation. Alpha Therapeutic Corporation is owned by Mitsubishi Pharma Corporation. Under the agreement, Baxter will obtain Alpha Therapeutic Corporation's Alpha-1 Antitrypsin (A1P1) product, which is undergoing FDA review for the treatment of hereditary emphysema, and all of Alpha Therapeutic Corporation's plasma collection operations, which include 42 FDA-licensed plasma collection centers in the United States, and a central testing laboratory.

"Alpha-1 Antitrypsin will expand Baxter's BioScience product portfolio of biopharmaceuticals, as well as broaden our therapeutic focus in the pulmonology arena," said Thomas Glanzmann, senior vice president and president, Baxter BioScience. "In addition, this transaction further enhances the economics of our plasma business by increasing the number of fractions Baxter obtains from a liter of plasma."

Alpha Therapeutic Corporation will also lease to Baxter those facilities necessary for the production of A1P1, pending FDA licensure and the transfer of these manufacturing activities to Baxter facilities.

Under the agreement, the financial terms of the transaction will not be disclosed. Closing of the transaction is subject to approval by regulatory authorities. This transaction is expected to close in the first half of 2003. In accordance with Generally Accepted Accounting Principles, a portion of the purchase price will be allocated to in-process research and development. Excluding this charge, Baxter expects this acquisition to be non-dilutive in 2003.

Hereditary emphysema is a disease characterized by abnormally low levels of the protease inhibitor Alpha-1 Antitrypsin (AAT). An estimated 200,000 people in the United States and Europe have the deficiency, and about half of these patients are symptomatic. If left untreated, it can lead to liver disease, emphysema and premature death. It is often misdiagnosed as asthma or Chronic Obstructive Pulmonary Disease (COPD) and less than 10% of patients are properly diagnosed. The World Health Organization (WHO) recommends that all individuals with COPD and asthma be tested for the deficiency with a simple blood test. Currently there is only one plasma-derived AAT licensed in the United States, which has been in very limited supply. Many of the diagnosed patients have therefore not had access to AAT treatment.

Baxter BioScience develops and produces biopharmaceuticals from plasma and through recombinant methods to treat hemophilia, immune deficiencies and other blood-related disorders, as well as vaccines and biosurgery products.

Baxter Healthcare Corporation is the principal domestic operating subsidiary of Baxter International Inc., (NYSE: BAX), 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.

This news release contains forward-looking statements that involve risks and uncertainties, including economic conditions, actions of regulatory bodies, market demand, the impact of competitive products and pricing, technological advances in the medical field, foreign exchange and other risks detailed in the company's filings with the Securities and Exchange Commission. These forward-looking statements are based on estimates and assumptions made by management of the company and are believed to be reasonable, though are inherently uncertain and difficult to predict. Actual results or experience could differ materially from the forward-looking statements.

FOR ADDITIONAL INFORMATION:

	Media Contacts: Deborah Spak, 847-948-2349 Tali Kaplan, 805-372-3540 Investor Contacts: Neville Jeharajah, Baxter, 847-948-2875 Mary Kay Ladone, Baxter, 847-948-3371