News Release

SHAREHOLDERS APPROVE PROPOSALS ON DIRECTOR ELECTIONS, AUDITOR APPOINTMENT AND INCENTIVE COMPENSATION PLAN AT BAXTER'S ANNUAL MEETING

European Executive Kees Storm Joins Baxter's Board of Directors

DEERFIELD, IL., May 6, 2003 -- At its Annual Meeting conducted today, shareholders of Baxter International Inc. (NYSE:BAX) approved several company proposals and elected a new director to Baxter's board.

Baxter shareholders re-elected directors Walter E. Boomer and James R. Gavin III, M.D., Ph.D. In addition, shareholders elected Kees J. Storm as a new member of Baxter's board of directors. Storm is a registered accountant and was chairman and chief executive officer of AEGON N.V., an international insurance group, from 1993 until his retirement in 2002. He is a supervisory board member and chairman of Royal Wessanen NV, a Dutch food manufacturer, and of Laurus NV, a supermarket group. He also serves on the supervisory boards of AEGON NV, Interbrew S.A. and KLM NV

Baxter shareholders ratified the appointment of PricewaterhouseCoopers LLP as independent accountants for Baxter, and approved the company's 2003 Incentive Compensation Program. Shareholders did not approve a shareholder proposal related to cumulative voting in the election of directors to the company's board.

At the meeting, Baxter executives also announced several recent product approvals and launches that drive innovation and offer patients and their physicians significant benefit, including the EXELTRA dialyzer, EXTRANEAL peritoneal dialysis solution, ALYX Component Collection System and NeisVac-C meningitis C vaccine.

"Our unique combination of expertise in medical devices, pharmaceuticals and biotechnology creates a significant competitive advantage for Baxter. It enables us to provide integrated, innovative therapies that have the potential to increase efficiency in the health-care system, improve the safety and efficacy of medical treatment, address unmet needs of patients and customers, and improve the quality of life for patients throughout the world," said Harry M. Jansen Kraemer, Jr., chairman and chief executive officer.

Baxter International Inc., through its subsidiaries, assists health-care professionals and their patients with treatment of complex medical conditions, including cancer, hemophilia, immune disorders, kidney disease and trauma. The company applies its expertise in medical devices, pharmaceuticals and biotechnology to make a meaningful difference in patients' lives.

(Baxter, ALYX, EXELTRA, EXTRANEAL and NeisVAC-C are trademarks of Baxter International Inc. and its subsidiaries)

This news release contains forward-looking statements that involve risks and uncertainties, including the effect of economic conditions, actions of regulatory bodies, product development risks, product demand and market acceptance, the impact of competitive products and pricing, foreign currency exchange rates 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.

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