Disciplined Capital Deployment Bob Hagemann Senior Vice President and Chief Financial Officer our new QUEST

Safe Harbor Disclosure This presentation may contain forward-looking statements. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date that they are made and which reflect management's current estimates, projections, expectations or beliefs and which involve risks and uncertainties that could cause actual results and outcomes to be materially different. Risks and uncertainties that may affect the future results of the company include, but are not limited to, adverse results from pending or future government investigations, lawsuits or private actions, the competitive environment, changes in government regulations, changing relationships with customers, payers, suppliers and strategic partners and other factors discussed in "Business," "Risk Factors," "Cautionary Factors that May Affect Future Results," "Legal Proceedings," "Management's Discussion and Analysis of Financial Condition and Results of Operations," and "Quantitative and Qualitative Disclosures About Market Risk" in the company's 2011 Annual Report on Form 10-K and "Management's Discussion and Analysis of Financial Condition and Results of Operations," "Quantitative and Qualitative Disclosures About Market Risk," and "Risk Factors" in the company's Quarterly Reports on Form 10-Q and other items throughout the Form 10-K and the company's 2012 Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

History of Strong Cash Flows and Significant Return of Cash to Shareholders $1,200 $1,000 $800 $600 $400 $200 $0 2008 2009 2010 2011 2012 E - Free cash flow - Dividends - Share repurchases See GAAP to non-GAAP reconciliation on page 8 our new QUEST 5 Deliver Disciplined Capital Delpoyment 3

Disciplined Capital Deployment Underpinning Capital Structure o Enabler of shareholder value creation o Maintain "strong BBB" investment grade credit rating Committed Deployment Operational Excellence o Invigorate o Systems standardization and automation o Footprint optimization Restore Growth o Tools to support commercial excellence o Diagnostic innovation: licensing, collaborations and internal development to grow esoteric testing Return majority of FCF to Investors o Maintain meaningful dividend, which can grow over time o Supplement with share repurchases Discretionary Investments in Growth o Value-creating fold-in acquisitions o Disciplined evaluation criteria Incremental Returns to Shareholders o Additional share repurchases from FCF and potential portfolio actions our new QUEST 5 Deliver Disciplined Capital Delpoyment 4

Investments in Growth Guidelines for Assessing Acquisitions Strategic Fit o Aligns with core assets o Strengthens capabilities or market presence o Operational readiness NPV o Material Value-creation: NPV substantially in excess of purchase price o Conservative discount rate consistent with long-term WACC ROIC o Mid-teens ROIC within 3 years o ROIC accretive to plan of record, generally within 3 years EPS o Adjusted EPS accretive within 2 years (GAAP & cash) our new QUEST 5 Deliver Disciplined Capital Delpoyment 5

UMass Memorial: A Strategic Hospital Relationship o Value-creating transaction which provides improved market access o Relationship spurred by evolving market dynamics o Purchase of hospital outreach business expected to deliver meaningful cost synergies o Long-term relationship which will lower the cost of testing and position both parties for sustained growth in Massachusetts - Jointly develop highly efficient state of the art lab o Serves as model for replication with other healthcare systems our new QUEST 5 Deliver Disciplined Capital Delpoyment 6

A Plan to Unlock Significant Shareholder Value Restore growth o Grow volumes through commercial excellence and strategic partnerships o Disease state focus to grow esoteric testing o Value creating fold in acquisitions o Low single digit growth through 2015, accelerating during the period - Offsetting continued reimbursement pressure Drive operational excellence o Continue expanding margins through Invigorate despite reimbursement pressures, and wage and healthcare cost increases - $500 million realized with exit run-rate of $600 million in 2014 o Realize significant operating leverage upon restoration of growth Increase value for shareholders o Improve operating performance and deliver disciplined capital deployment o Drive sustainable improvement in ROIC o Achieve sustainable double digit EPS growth by 2014 o EPS growth driven by improved operating earnings and continued share repurchases o Maintain meaningful dividend which can grow over time with earnings o Proceeds from portfolio actions create opportunities for additional distributions to shareholders our new QUEST 5 Deliver Disciplined Capital Delpoyment 7

Regulation G Non-GAAP Reconciliation The Company reports financial results in accordance with accounting principles generally accepted in the U.S. ("GAAP"). These presentation slides include free cash flow ("FCF"), which is a non-GAAP measure. The Company defines FCF as net cash provided by operating activities (the most comparable GAAP measure) less capital expenditures. The following is a reconciliation of net cash provided by operating activities to free cash flow: Twelve Months Ended December 31, (dollars in millions) -------------------------------------------- 2008 2009 2010 2011 2012 Outlook -------------------------------------------- Net cash provided by operating activities $1,063 $ 977 $ 1,118 $ 895 $ 1,200 Less: Capital expenditures (213) (167) (205) (162) (180) ------- ------ -------- ------- ------------ Free cash flow $ 850 $ 830 $ 913 $ 733 $ 1,020 our new QUEST 5 Deliver Disciplined Capital Delpoyment 8