

2012 (a) (a)	First Quarter		Second Quarter		Third Quarter		Fourth Quarter			Total Year
	(b)		(c)		(d)		(e) (f)
Net revenues	$	1,908,697	$	1,878,352	$	1,821,748	$	1,773,765		$	7,382,562
Gross profit	799,533		776,428		740,731		701,171			3,017,863

Income from continuing operations	165,520		183,993		166,997		149,988			666,498
Income (loss) from discontinued operations, net of taxes	2,995		2,480		4,541		(84,380		)	(74,364		)
Net income	168,515		186,473		171,538		65,608			592,134
Less: Net income attributable to noncontrolling interests	9,397		8,768		8,456		9,792			36,413
Net income attributable to Quest Diagnostics	$	159,118	$	177,705	$	163,082	$	55,816		$	555,721

Amounts attributable to Quest Diagnostics' stockholders:
Income from continuing operations	$	156,123	$	175,225	$	158,541	$	140,196		$	630,085
Income (loss) from discontinued operations, net of taxes	2,995		2,480		4,541		(84,380		)	(74,364		)
Net income	$	159,118	$	177,705	$	163,082	$	55,816		$	555,721

Earnings per share attributable to Quest Diagnostics' stockholders - basic:
Income from continuing operations	$	0.98	$	1.10	$	0.99	$	0.88		$	3.96
Income (loss) from discontinued operations	0.02		0.02		0.03		(0.53		)	(0.47		)
Net income	$	1.00	$	1.12	$	1.02	$	0.35		$	3.49

Earnings per share attributable to Quest Diagnostics' stockholders - diluted:
Income from continuing operations	$	0.97	$	1.09	$	0.98	$	0.87		$	3.92
Income (loss) from discontinued operations	0.02		0.02		0.03		(0.53		)	(0.46		)
Net income	$	0.99	$	1.11	$	1.01	$	0.34		$	3.46



2011 (a) (a)	First Quarter			Second Quarter		Third Quarter		Fourth Quarter		Total Year
	(g)			(h) (i)		(j)		(k)
Net revenues	$	1,794,010		$	1,874,695	$	1,875,005	$	1,848,222	$	7,391,932
Gross profit	704,558			777,292		767,739		779,415		3,029,004

Income (loss) from continuing operations	(49,542		)	170,848		179,173		193,613		494,092
Income from discontinued operations, net of taxes	2,880			679		2,720		5,279		11,558
Net income (loss)	(46,662		)	171,527		181,893		198,892		505,650
Less: Net income attributable to noncontrolling interests	7,199			8,384		10,045		9,455		35,083
Net income (loss) attributable to Quest Diagnostics	$	(53,861	)	$	163,143	$	171,848	$	189,437	$	470,567

Amounts attributable to Quest Diagnostics' stockholders:
Income (loss) from continuing operations	$	(56,741	)	$	162,464	$	169,128	$	184,158	$	459,009
Income from discontinued operations, net of taxes	2,880			679		2,720		5,279		11,558
Net income (loss)	$	(53,861	)	$	163,143	$	171,848	$	189,437	$	470,567

Earnings per share attributable to Quest Diagnostics' stockholders - basic:
Income (loss) from continuing operations	$	(0.35	)	$	1.02	$	1.07	$	1.17	$	2.88
Income from discontinued operations	0.02			0.01		0.01		0.03		0.07
Net income (loss)	$	(0.33	)	$	1.03	$	1.08	$	1.20	$	2.95

Earnings per share attributable to Quest Diagnostics' stockholders - diluted:
Income (loss) from continuing operations	$	(0.35	)	$	1.01	$	1.06	$	1.16	$	2.85
Income from discontinued operations	0.02			0.01		0.01		0.03		0.07
Net income (loss)	$	(0.33	)	$	1.02	$	1.07	$	1.19	$	2.92

(a)

In December 2012, the Company committed to a plan to sell HemoCue and completed the sale of OralDNA. During the third quarter of 2006, the Company completed its wind down of NID and classified the operations of NID as discontinued operations. Results of operations have been prepared to report the results of HemoCue, OralDNA and NID as discontinued operations for all periods presented (see Note 18).

(b)

Includes pre-tax charges of $13.1 million , primarily associated with professional fees incurred in connection with further restructuring and integrating the Company. Of these costs, $4.0 million and $9.1 million were included in cost of services and selling, general and administrative expenses, respectively. Also includes pre-tax charges of $7.1 million, principally representing severance and other separation benefits as well as accelerated vesting of certain equity awards in connection with the succession of the Company's prior CEO.

(c)

Includes pre-tax charges of $12.3 million, primarily associated with professional fees and workforce reductions incurred in connection with further restructuring and integrating the Company. Of these costs, $4.6 million and $7.7 million were included in cost of services and selling, general and administrative expenses, respectively. Also includes pre-tax charges of $3.0 million, principally representing severance and other separation benefits as well as accelerated vesting of certain equity awards in connection with the succession of the Company's prior CEO.


(d)	Includes pre-tax charges of $44.2 million, primarily associated with workforce reductions and professional fees incurred in connection with further restructuring and integrating the Company. Of these costs, $20.1 million and $24.1 million were included in cost of services and selling, general and administrative expenses, respectively.

(e)

Includes pre-tax charges of $36.4 million, primarily associated with workforce reductions and professional fees incurred in connection with further restructuring and integrating the Company. Of these costs, $22.9 million and $13.5 million were included in cost of services and selling, general and administrative expenses, respectively. In addition, management estimates that the impact of severe weather during the fourth quarter adversely affected operating income by $16 million.

(f)

Includes related charges in discontinued operations for the asset impairment associated with HemoCue and the loss on sale associated with OralDNA totaling $86 million. Discontinued operations also includes a $7.5 million income tax expense related to the re-valuation of deferred tax assets associated with HemoCue and a $4.4 million income tax benefit related to the remeasurement of deferred taxes associated with HemoCue as a result of an enacted income tax rate change in Sweden.

(g)

Includes a pre-tax charge in “other operating (income) expense, net” in the first quarter of 2011 of $236 million, associated with the settlement of the California Lawsuit (see Note 17). Also includes $13.3 million of pre-tax charges, principally associated with workforce reductions. Of these costs, $9.0 million and $4.3 million were included in cost of services and selling, general and administrative expenses, respectively. Results for the first quarter also includes $4.7 million of pre-tax transaction costs, associated with the acquisitions of Athena and Celera (see Note 5). Of these costs, $2.3 million, primarily related to professional and filing fees, was recorded in selling, general and administrative expenses and $2.4 million of financing related costs were recorded in interest expense, net. In addition, management estimates that the impact of severe weather during the first quarter adversely affected operating income by $18.5 million.


(h)	On April 4, 2011, the Company completed the acquisition of Athena. On May 17, 2011, the Company completed the acquisition of Celera (see Note 5).

(i)

Includes pre-tax transaction costs of $15.1 million associated with the acquisitions of Athena and Celera (see Note 5). Of these costs, $14.3 million, primarily related to professional fees, were recorded in selling, general and administrative expenses and $0.8 million of financing related costs were included in interest expense, net. In addition, results for the second quarter include $6.0 million of pre-tax integration charges, primarily associated with workforce reductions, related to the acqusitions of Athena and Celera.


(j)	Includes pre-tax charges of $27.3 million, principally associated with workforce reductions. Of these costs, $15.9 million and $11.4 million were included in cost of services and selling, general and administrative expenses, respectively. Also includes discrete income tax benefits of $7.9 million.

(k)

Includes restructuring and integration charges of $5.5 million of which $8.7 million is principally associated with professional fees incurred in conjunction with further restructuring and integrating the Company. The remainder is primarily associated with the reversal of certain previously established reserves for restructuring activities, principally associated with workforce reductions. Of the total $5.5 million, $8.2 million was included in selling, general and administrative expenses, with the remaining $2.7 million representing a reduction in cost of services. Also includes pre-tax charges of $5.6 million, principally representing severance and other separation benefits as well as accelerated vesting of certain equity awards in connection with the succession of the Company's prior CEO. In addition, results for the fourth quarter also include discrete income tax benefits of $12.6 million.