8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

April 22, 2004
Date of Report (Date of Earliest Event Reported)

Schering-Plough Corporation
(Exact name of registrant as specified in its charter)

New Jersey	1-6571	22-1918501
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

2000 Galloping Hill Road
Kenilworth, NJ 07033
(Address of principal executive offices, including Zip Code)

(908) 298-4000
(Registrant’s telephone number, including area code)

TABLE OF CONTENTS

	Item 5. Other Events and Regulation FD Disclosure
	Item 7. Financial Statements and Exhibits
	Item 12. Results of Operations and Financial Condition
SIGNATURES
PRESS RELEASE
SUPPLEMENTAL FINANCIAL DATA

Item 5. Other Events and Regulation FD Disclosure

2004 First Quarter Earnings Press Release
Schering-Plough issued a press release titled “Schering-Plough Reports Financial Results for 2004 First Quarter” on April 22, 2004, and the press release is attached to this 8-K as Exhibit 99.1. Schering-Plough also issued related Supplemental Data, which is attached to this 8-K as Exhibit 99.2.

Item 7. Financial Statements and Exhibits

(c)	Exhibits. The following exhibits are filed with this 8-K:
99.1	Press release titled “Schering-Plough Reports Financial Results for 2004 First Quarter”
99.2	Supplemental Financial Data

Item 12. Results of Operations and Financial Condition

Schering-Plough today issued a press release titled “Schering-Plough Reports Financial Results for 2004 First Quarter” and provided additional supplemental financial data. The press release is attached to this 8-K as Exhibit 99.1. The supplemental financial data is attached to this 8-K as Exhibit 99.2.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Schering-Plough Corporation

By: /s/Thomas H. Kelly
Thomas H. Kelly
Vice President and Controller

Date: April 22, 2004

Exhibit Index

The following exhibits are filed with this 8-K:

99.1	Press release titled “Schering-Plough Reports Financial Results for 2004 First Quarter”
99.2	Supplemental Financial Data

EX-99.1

Exhibit 99.1

	News Release
	Schering-Plough Corporation
	2000 Galloping Hill Road
	Kenilworth, New Jersey 07033-0530

FOR RELEASE: IMMEDIATELY	Investor Contacts:	Lisa W. DeBerardine
		Janet M. Barth
		(908) 298-7436
	Media Contact:	Steve Galpin, Jr.
		(908) 298-7415

SCHERING-PLOUGH REPORTS FINANCIAL RESULTS FOR 2004 FIRST QUARTER

KENILWORTH, N.J., April 22, 2004 – Schering-Plough Corporation (NYSE: SGP) today reported financial results for the 2004 first quarter, including lower comparative sales and a loss for the quarter versus the 2003 period. The lower financial results were primarily due to continued sales declines for several key profit-generating products; significant investments in sales and marketing support; additional spending in connection with consent decree, compliance and quality-related obligations; and special charges related to efforts to reduce overall payroll and related expenses and to asset impairments.

     “Schering-Plough’s first quarter results reflect the serious challenges facing the company,” said Fred Hassan, Schering-Plough chairman and CEO. “As we’ve said previously, 2004 will be a year of difficult financial comparisons. But we are working through our five-stage Action Agenda and continue to look forward to a turnaround that is expected to begin in 2005 and be driven by our cholesterol-lowering agent VYTORIN.”

     VYTORIN (ezetimibe/simvastatin) is a new cholesterol-lowering therapy being developed and marketed in partnership with Merck. VYTORIN combines Schering-Plough’s ZETIA (ezetimibe) and Merck’s Zocor (simvastatin) statin product in a single tablet. VYTORIN is under regulatory review in the United States and is expected to be launched in the second half of 2004. The product was approved for marketing in Germany earlier this month and in Mexico in March.

     “With ZETIA, we have the most-prescribed non-statin product in the U.S. cholesterol-lowering market,” said Hassan. “With VYTORIN, we have a unique dual-inhibition therapy to compete in the critical high-efficacy space of the cholesterol-lowering market, which is the largest treatment category in the world.”

-more-

-2-

     Hassan cited clinical data presented at last month’s Annual Scientific Meeting of the American College of Cardiology, which showed that patients taking ezetimibe with simvastatin achieved significantly greater reductions in LDL cholesterol than leading cholesterol therapies. He also noted that other studies continue to highlight the important medical benefits from aggressively reducing cholesterol levels, further reinforcing the potential of VYTORIN. “To maximize that potential,” he added, “we have been making significant investments to expand and train our sales force in preparation for the global launch of VYTORIN.”

     Hassan said Schering-Plough is continuing its drive to reduce costs and reinvest savings through its Value Enhancement Initiative (VEI). VEI is projected to achieve cost savings in excess of $200 million annually. “These savings are being reinvested in growth-driving priorities in research, manufacturing and compliance, and in strengthening our sales forces to prepare for the global launch of VYTORIN,” he said. “To supplement our R&D pipeline, we are also pursuing fiscally sound in-licensing opportunities.”

     Hassan said the company’s overall strategy involves building for the long term. “We are investing for the future even as we recognize that short-term comparisons may suffer. Building on the projected future success of VYTORIN, our goal is to make Schering-Plough a highly competitive global organization, able to deliver sustainable growth and supported by multiple growth drivers. Our commitment to business integrity, quality and compliance is at the center of this strategy.”

First Quarter 2004 Results
The company reported a loss for the 2004 first quarter of $73 million or 5 cents per diluted share compared with net income of $173 million and diluted earnings per share of 12 cents in the 2003 period. The special charges in the 2004 first quarter totaled $70 million, or 4 cents per share (as measured using the company’s effective tax rate). The special charges included $44 million of employee termination costs relating to reductions in the company’s global workforce and $26 million of asset impairment charges primarily related to the company’s anticipated exit from a small European research-and-development facility.

     First quarter 2004 net sales of $2.0 billion were 6 percent lower than the $2.1 billion in the 2003 period and included a favorable exchange impact of 6 percent. First quarter Global Pharmaceuticals sales totaled $1.5 billion, down 10 percent, while Consumer Health Care sales rose 7 percent to $312 million and Animal Health sales grew 20 percent to $170 million. Total U.S. net sales were $738 million, down 23 percent, and sales outside the United States were $1.2 billion, up 10 percent,

-more-

-3-

including a 12 percent favorable impact from foreign exchange. Contributing to the decline in global sales in the first quarter of 2004 was the absence of LOSEC revenues in Europe, as the company’s agreement with AstraZeneca ended in the 2003 third quarter; LOSEC revenues in the 2003 first quarter were $39 million.

     Global sales of ZETIA totaled $189 million in the 2004 first quarter compared with sales of $46 million in 2003. ZETIA has now been approved in 62 countries. In the United States, more than 7.5 million prescriptions have been written for the product since its U.S. launch in November 2002, according to IMS Health. As a result of the approval in Mexico of the ezetimibe/simvastatin product, Schering-Plough earned a $7 million milestone in the 2004 first quarter. The company utilizes the equity method of accounting for its cholesterol joint venture with Merck. Under that method, the company records its share of the operating profits less its share of the research and development costs in “Equity income from cholesterol joint venture.” Operating profit in the context of the joint venture represents net sales, less cost of sales, direct promotion expenses and other costs that the company and Merck may agree to share. Operating profit excludes the cost of the company’s sales forces throughout the world, as well as the many indirect costs incurred by the company to support the manufacturing, marketing and management of ZETIA and VYTORIN. As such, the amount reported as “Equity income from cholesterol joint venture” represents what the company receives from the joint venture to fund the costs incurred by the company that are not shared with Merck. “Equity income from cholesterol joint venture,” as defined, totaled $78 million in the 2004 first quarter, which includes the $7 million receipt for the Mexico approval.

     Global Pharmaceuticals sales in the 2004 first quarter reflected a significant decline in sales for the company’s hepatitis C products, as expected, due to ongoing market competition. Sales of PEG-INTRON were down 33 percent to $148 million, and sales of REBETOL were down 55 percent to $99 million. Generic versions of REBETOL were launched in the United States earlier this month, with Schering-Plough also introducing a generic product. The U.S. introduction of generic ribavirin products is expected to sharply reduce the company’s REBETOL sales going forward. To strengthen its hepatitis C product line, the company launched a new PEG-INTRON REDIPEN precision-dosing pen for hepatitis C patients in February in the U.S. market, where it is being well received.

     The company’s allergy franchise continued to face intense competitive pressures in the United States. First quarter 2004 global CLARINEX sales were $130 million, down 25 percent. The decline was primarily due to the continued contraction in the U.S. prescription antihistamine market, stemming from the late-2002 introduction of over-the-counter (OTC) CLARITIN and other branded and non-branded nonsedating antihistamines, coupled with market share declines and trade inventory

-more-

-4-

fluctuations. NASONEX sales rose 78 percent to $140 million primarily due to a favorable comparison with the 2003 first quarter, when sales had declined due to U.S. trade inventory reductions. In international markets, NASONEX sales were higher due to market share gains and market growth.

     Prescription products recording higher sales in the 2004 first quarter included REMICADE, up 45 percent to $165 million; TEMODAR, up 46 percent to $86 million; SUBUTEX, a treatment for opiate addiction, up 44 percent to $44 million; and CAELYX, up 55 percent to $34 million.

     In Consumer Health Care, sales of OTC CLARITIN totaled $117 million in the 2004 first quarter compared to sales of $129 million in the 2003 first quarter, which had benefited from the product’s initial launch period.

     Sales of Animal Health products were higher in the first quarter of 2004, helped by favorable foreign exchange and growth in the livestock product line.

     The company’s gross margin ratio to sales was 62.3 percent for the 2004 first quarter versus 68.4 percent in the 2003 period. The decline was primarily driven by an unfavorable change in product sales mix (lower sales of higher-margin products and higher sales of lower-margin products) and increased spending for the company’s current Good Manufacturing Practices (cGMP) compliance efforts, coupled with lower production volumes. Schering-Plough noted that its continued focus on compliance in all key functions is increasing the overall cost structure of the company. The absence of European LOSEC revenues in the first quarter of 2004 also contributed to the lower comparative gross margin ratio.

     Selling, general and administrative expenses rose 9 percent to $914 million in the first quarter of 2004, reflecting the expansion of the field force to prepare for the VYTORIN launch, continued investment to support key brands and the impact of foreign exchange. The company also expects to invest more in sales and marketing to protect its U.S. market shares, to support new product launches and to invest in R&D projects.

     Research and development spending for the first quarter totaled $372 million, up 15 percent, primarily due to the timing of research spending on programs such as PEG-INTRON and NOXAFIL (posaconazole suspension), a novel, oral broad-spectrum antifungal. Going forward, the company said there will be VEI savings realized in R&D, but these are expected to be offset by expenditures to advance the early pipeline to later-stage development.

     The “Other, net” line reflects higher net interest expense from increased borrowings including higher borrowing costs associated with the long-term debt issued in the 2003 fourth quarter. As of March 31, 2004, the estimated annual effective tax rate was 20.0 percent.

-more-

-5-

Other Developments
The company also reported on recent significant developments, including:

• Regulatory application filed in Japan for the PEG-INTRON and REBETOL combination therapy for treating hepatitis C.

• REMICADE advanced to Phase III clinical trials on the company’s Product Pipeline for the treatment of juvenile rheumatoid arthritis (Schering-Plough has marketing rights to REMICADE in countries outside the United States, excluding Japan).

• NOXAFIL advanced to Phase III clinical trials as a prophylactic treatment for serious fungal infections.

First Quarter 2004 Conference Call and Webcast
Schering-Plough will conduct a conference call at 8 a.m. (EDT) today to review these results and respond to investor inquiries. Fred Hassan, Schering-Plough’s chairman and CEO, and other members of management will participate in the conference call. To listen live to the call, dial 1-706-634-5003. A replay of the call will be available starting at approximately 11 a.m. on April 22 through 5 p.m. on April 26. To listen to the replay, dial 1-706-645-9291 and enter the conference ID #6245923.

     A live audio webcast of the conference call also will be available to all interested parties via the Schering-Plough corporate Web site, www.schering-plough.com, by clicking on the “View Webcasts” link. Software needed to listen to the webcast (Windows Media Player) is available via the site and should be downloaded prior to the beginning of the webcast. A replay of the webcast will be available starting at approximately 11 a.m. on April 22 through 5 p.m. on April 29.

     DISCLOSURE NOTICE: The information in this press release includes certain “forward-looking” statements relating to the company’s business prospects, earnings outlook, anticipated turnaround and resulting growth prospects, and savings goals relating to productivity and efficiency initiatives. Actual results may differ materially from forward-looking statements due to a number of risks and uncertainties, including the market viability of the company’s marketed and pipeline products, including the current and pipeline products in the company’s joint venture with Merck; possible changes in business strategies and the ability to successfully implement those business strategies; general market and economic factors; competitive product development; market acceptance of new products; product availability; current and future branded, generic or OTC competition; federal and state regulations and legislation; the research and regulatory processes for new products and indications; existing and new manufacturing issues that may arise; trade buying patterns; patent positions; litigation and investigations; and instability or destruction in a geographic area important to

-more-

-6-

the company due to reasons such as war. For further details and a discussion of these and other risks and uncertainties, see the company’s past and future Securities and Exchange Commission filings, including the company’s 2003 10-K. The company does not assume any obligation to update any forward-looking statements.

     Schering-Plough is a research-based company engaged in the discovery, development, manufacturing and marketing of pharmaceutical products worldwide.

22-0404

-more-

-7-

SCHERING-PLOUGH CORPORATION

Report for the first quarter ended March 31 (unaudited):
(Amounts in millions, except per share figures)

	First Quarter
	2004			2003			%
Net Sales	$	1,963		$	2,082			(6	)
Cost of Sales		740			658			13
Selling, General and Administrative		914			843			9
Research and Development		372			322			15
Other, Net		36			13			N/M
Special Charges a/		70			—			N/M
Equity (Income)/Loss from Cholesterol Joint Venture		(78	)		30			N/M
(Loss)/Income Before Income Taxes		(91	)		216			N/M
Income Tax Benefit/(Expense)		18			(43	)		N/M
Net (Loss)/Income	$	(73	)	$	173			N/M
Diluted (Loss)/Earnings per Common Share	$	(0.05	)	$	0.12			N/M
Effective Tax Rate		20	%		20	%
Average Common Shares Outstanding – Diluted		1,471			1,470
Actual Number of Common Shares Outstanding at March 31		1,472			1,469

N/M – Not a meaningful percentage

a/ Special Charges for the first quarter of 2004 included $44 million of employee termination costs and $26 million of asset impairment charges primarily related to the company’s anticipated exit from a small European research-and-development facility.

Foreign exchange had no impact on diluted loss per share for the first quarter of 2004.

-more-

-8-

SCHERING-PLOUGH CORPORATION

Report for the first quarter ended March 31 (unaudited):

Net Sales by Major Product:
(Dollars in Millions)	First Quarter
	2004		2003		%
GLOBAL PHARMACEUTICALS	$	1,481	$	1,646		(10	)
Remicade		165		114		45
PEG-Intron		148		221		(33	)
Nasonex		140		79		78
Clarinex		130		173		(25	)
Rebetol		99		219		(55	)
Claritin Rx *		91		89		3
Temodar		86		59		46
Integrilin		73		89		(18	)
Intron A		69		74		(7	)
Subutex		44		31		44
Elocon		38		39		(1	)
Caelyx		34		22		55
CONSUMER HEALTH CARE		312		293		7
OTC		157		157		N/M
OTC Claritin		117		129		(9	)
FOOT CARE		76		62		24
SUN CARE		79		74		7
ANIMAL HEALTH		170		143		20
CONSOLIDATED NET SALES	$	1,963	$	2,082		(6	)

N/M – not a meaningful percentage

* Includes international sales of Claritin Rx only. Canadian sales of Claritin are now reported in the OTC Claritin line within Consumer Health Care. The prior period has been reclassified accordingly.

NOTE:	Certain prior period amounts have been reclassified to conform to the current year presentation.
	Additional information about U.S. and international sales for specific products is available by calling the company or visiting the investor relations Web site at http://ir.schering-plough.com.

# # #

EX-99.2

Exhibit 99.2

Schering-Plough Corporation
Statements of Consolidated Income
(Dollars in Millions, except EPS)

	2004									2003
	1st			2nd	6	3rd	9	4th		1st			2nd			6			3rd			9			4th						1st Qtr.
	Qtr.			Qtr.	Mos.	Qtr.	Mos.	Qtr.	Year	Qtr.			Qtr.			Mos.			Qtr.			Mos.			Qtr.			Year			vs
	$			$	$	$	$	$	$	$			$			$			$			$			$			$			1st Qtr.
Net Sales		1,963									2,082			2,308			4,389			1,998			6,386			1,948			8,334			(6	%)
Cost of Sales		740									658			784			1,442			652			2,094			739			2,833			13	%
Gross Margin		1,223									1,424			1,524			2,947			1,346			4,292			1,209			5,501			(14	%)
Total SG&A		914									843			938			1,780			873			2,653			821			3,474			9	%
Research & Development		372									322			369			691			382			1,074			395			1,469			15	%
Other, Net		36									13			(4	)		8			41			49			10			59			N/M
Special Charges*		70									—			20			20			350			370			229			599			N/M
Equity (Income)/Loss from Cholesterol Joint Venture		(78	)								30			(26	)		4			(24	)		(21	)		(33	)		(54	)		N/M
(Loss)/Income before Income Taxes		(91	)								216			227			444			(276	)		167			(213	)		(46	)		N/M
Income Tax (Benefit)/Expense		(18	)								43			45			89			(11	)		77			(32	)		46			N/M
Net (Loss)/Income		(73	)								173			182			355			(265	)		90			(181	)		(92	)		N/M
Diluted (Loss)/Earnings per Common Share		(0.05	)								0.12			0.12			0.24			(0.18	)		0.06			(0.12	)		(0.06	)		N/M
Avg. Shares Outstanding- Diluted		1,471									1,470			1,471			1,471			1,469			1,470			1,470			1,469
Actual Shares Outstanding		1,472									1,469			1,469			1,469			1,469			1,469			1,471			1,471
Ratios To Net Sales
Net Sales		100.0	%								100.0	%		100.0	%		100.0	%		100.0	%		100.0	%		100.0	%		100.0	%
Cost of Sales		37.7	%								31.6	%		34.0	%		32.9	%		32.6	%		32.8	%		37.9	%		34.0	%
Gross Margin		62.3	%								68.4	%		66.0	%		67.1	%		67.4	%		67.2	%		62.1	%		66.0	%
Total SG&A		46.6	%								40.5	%		40.6	%		40.6	%		43.7	%		41.5	%		42.1	%		41.7	%
Research & Development		19.0	%								15.5	%		16.0	%		15.8	%		19.1	%		16.8	%		20.3	%		17.6	%
(Loss)/Income Before Income Taxes		(4.6	%)								10.4	%		9.8	%		10.1	%		(13.8	%)		2.6	%		(11.0	%)		(0.6	%)
Income Taxes (Benefit)/Expense		(0.9	%)								2.1	%		2.0	%		2.0	%		(0.6	%)		1.2	%		(1.6	%)		0.5	%
Net (Loss)/Income		(3.7	%)								8.3	%		7.9	%		8.1	%		(13.3	%)		1.4	%		(9.3	%)		(1.1	%)

*	Special Charges for the first quarter of 2004 included $44 million of employee termination costs and $26 million of asset impairment charges primarily related to the the company’s anticipated exit from a small European research-and-development facility.
	Special Charges for 2003 included $20 million of asset impairment charges related to manufacturing facility assets recorded in the second quarter, the $350 million provision to increase litigation reserves recorded in the third quarter and $179 million of employee termination costs, primarily related to the VERP in the United States, as well as $50 million of asset impairment charges related to certain fixed and intangible assets recorded in the fourth quarter.
	All figures rounded. Totals may not add due to rounding. N/M — not a meaningful percentage.

1

SCHERING-PLOUGH CORPORATION
CONSOLIDATED SALES
(Dollars in Millions)

	2004								2003
	1st		2nd	6	3rd	9	4th		1st		2nd		6		3rd		9		4th				1st Qtr.
	Qtr.		Qtr.	Mos.	Qtr.	Mos.	Qtr.	Year	Qtr.		Qtr.		Mos.		Qtr.		Mos.		Qtr.		Year		vs
	$		$	$	$	$	$	$	$		$		$		$		$		$		$		1st Qtr.
Total Global Pharm:		1,481								1,646		1,871		3,517		1,585		5,101		1,509		6,611		(10	%)
U.S.		411								643		757		1,401		549		1,950		426		2,376		(36	%)
International		1,070								1,003		1,113		2,116		1,035		3,151		1,083		4,235		7	%
Consumer Health Care:		312								293		266		559		243		802		225		1,026		7	%
OTC:		157								157		135		291		149		441		147		588		N/M
OTC Claritin *		117								129		97		225		111		336		97		432		(9	%)
Other OTC		40								28		38		66		38		105		50		156		40	%
Foot Care:		76								62		83		145		80		224		68		292		24	%
Sun Care:		79								74		48		123		14		137		10		146		7	%
Animal Health:		170								143		171		313		170		483		214		697		20	%
U.S.		41								45		49		94		57		150		68		218		(9	%)
International		129								98		122		220		113		333		146		479		32	%
Total Consolidated:		1,963								2,082		2,308		4,389		1,998		6,386		1,948		8,334		(6	%)
U.S.		738								965		1,047		2,012		836		2,848		712		3,559		(23	%)
International		1,225								1,116		1,261		2,378		1,162		3,539		1,236		4,775		10	%

*	Includes sales of Claritin in Canada.
Notes:	Certain prior period amounts have been reclassified to conform to the current year presentation.
	All figures rounded. Totals may not add due to rounding. N/M — not a meaningful percentage.

2

SCHERING-PLOUGH CORPORATION
GLOBAL PHARMACEUTICAL SALES — KEY PRODUCT SALES
(Dollars in Millions)

	Global							U.S.							International
	2004		2003					2004		2003					2004		2003
	1st		1st		1st Qtr.			1st		1st		1st Qtr.			1st		1st		1st Qtr.
	Qtr.		Qtr.		vs			Qtr.		Qtr.		vs			Qtr.		Qtr.		vs
	$		$		1st Qtr.			$		$		1st Qtr.			$		$		1st Qtr.
Total Global Pharm:		1,481		1,646		(10	%)		411		643		(36	%)		1,070		1,003		7	%
Remicade		165		114		45	%		—		—		—			165		114		45	%
PEG-Intron		148		221		(33	%)		63		126		(50	%)		85		95		(10	%)
Nasonex		140		79		78	%		82		34		N/M			58		44		31	%
Clarinex		130		173		(25	%)		69		133		(48	%)		61		41		50	%
Rebetol		99		219		(55	%)		31		136		(77	%)		68		83		(18	%)
Claritin Rx *		91		89		3	%		—		—		—			91		89		3	%
Temodar		86		59		46	%		37		26		45	%		49		34		46	%
Integrilin		73		89		(18	%)		68		84		(20	%)		5		5		10	%
Intron A		69		74		(7	%)		18		15		15	%		51		59		(13	%)
Subutex		44		31		44	%		—		—		—			44		31		44	%
Elocon		38		39		(1	%)		7		10		(28	%)		31		29		8	%
Caelyx		34		22		55	%		—		—		—			34		22		55	%

*   Includes international sales of Claritin Rx only. Canadian sales of Claritin are now reported in the OTC Claritin line within Consumer Health Care. Prior periods have been reclassified accordingly.

Notes: Worldwide sales of Zetia totaled $189 million in the 2004 first quarter compared with sales of $46 million in 2003. U.S. sales of Zetia were $169 million in the 2004 first quarter.
Certain prior period amounts have been reclassified to conform to the current year presentation.
All figures rounded. Totals may not add due to rounding. N/M — not a meaningful percentage.

3

SCHERING-PLOUGH CORPORATION
GLOBAL PHARMACEUTICAL SALES — KEY PRODUCT SALES
(Dollars in Millions)

	2004								2003
	1st		2nd	6	3rd	9	4th		1st		2nd		6		3rd		9		4th				1st Qtr.
	Qtr.		Qtr.	Mos.	Qtr.	Mos.	Qtr.	Year	Qtr.		Qtr.		Mos.		Qtr.		Mos.		Qtr.		Year		vs
	$		$	$	$	$	$	$	$		$		$		$		$		$		$		1st Qtr.
Total Global Pharm:		1,481								1,646		1,871		3,517		1,585		5,101		1,509		6,611		(10	%)
Remicade		165								114		126		240		142		382		159		540		45	%
PEG-Intron		148								221		247		469		172		641		162		802		(33	%)
Nasonex		140								79		175		254		114		368		132		500		78	%
Clarinex		130								173		219		392		169		561		133		694		(25	%)
Rebetol		99								219		196		415		125		540		100		639		(55	%)
Claritin Rx *		91								89		90		179		68		247		81		328		3	%
Temodar		86								59		87		146		90		237		87		324		46	%
Integrilin		73								89		92		181		79		260		46		306		(18	%)
Intron A		69								74		125		199		103		302		107		409		(7	%)
Subutex		44								31		36		66		37		103		41		144		44	%
Elocon		38								39		41		80		41		121		33		154		(1	%)
Caelyx		34								22		26		49		30		78		32		111		55	%

*   Includes international sales of Claritin Rx only. Canadian sales of Claritin are now reported in the OTC Claritin line within Consumer Health Care. Prior periods have been reclassified accordingly.

Notes: Worldwide sales of Zetia totaled $189 million in the 2004 first quarter compared with sales of $46 million in 2003. U.S. sales of Zetia were $169 million in the 2004 first quarter.
Certain prior period amounts have been reclassified to conform to the current year presentation. All figures rounded.
Totals may not add due to rounding. N/M — not a meaningful percentage.

4

SCHERING-PLOUGH CORPORATION
U.S. PHARMACEUTICAL SALES — KEY PRODUCT SALES
(Dollars in Millions)

	2004								2003
	1st		2nd	6	3rd	9	4th		1st		2nd		6		3rd		9		4th				1st Qtr.
	Qtr.		Qtr.	Mos.	Qtr.	Mos.	Qtr.	Year	Qtr.		Qtr.		Mos.		Qtr.		Mos.		Qtr.		Year		vs
	$		$	$	$	$	$	$	$		$		$		$		$		$		$		1st Qtr.
Total U.S. Pharm:		411								643		757		1,401		549		1,950		426		2,376		(36	%)
PEG-Intron		63								126		146		272		85		358		76		434		(50	%)
Nasonex		82								34		115		149		74		223		78		301		N/M
Clarinex		69								133		144		277		128		405		93		498		(48	%)
Rebetol		31								136		102		238		50		288		18		306		(77	%)
Temodar		37								26		48		73		47		120		39		159		45	%
Integrilin		68								84		87		171		73		244		40		284		(20	%)
Intron A		18								15		54		69		38		107		37		144		15	%
Elocon		7								10		11		21		12		33		3		37		(28	%)

All figures rounded. Totals may not add due to rounding. N/M — not a meaningful percentage.

5

SCHERING-PLOUGH CORPORATION
INTERNATIONAL PHARMACEUTICAL SALES — KEY PRODUCT SALES
(Dollars in Millions)

	2004								2003
	1st		2nd	6	3rd	9	4th		1st		2nd		6		3rd		9		4th				1st Qtr.
	Qtr.		Qtr.	Mos.	Qtr.	Mos.	Qtr.	Year	Qtr.		Qtr.		Mos.		Qtr.		Mos.		Qtr.		Year		vs
	$		$	$	$	$	$	$	$		$		$		$		$		$		$		1st Qtr.
Total International Pharm:		1,070								1,003		1,113		2,116		1,035		3,151		1,083		4,235		7	%
Remicade		165								114		126		240		142		382		159		540		45	%
PEG-Intron		85								95		101		196		87		283		85		368		(10	%)
Nasonex		58								44		60		105		39		144		55		199		31	%
Clarinex		61								41		75		116		41		157		40		196		50	%
Rebetol		68								83		94		177		75		252		81		333		(18	%)
Claritin Rx		91								89		90		179		68		247		81		328		3	%
Temodar		49								34		40		73		44		117		48		165		46	%
Integrilin		5								5		5		10		6		16		6		22		10	%
Intron A		51								59		71		130		65		195		70		265		(13	%)
Subutex		44								31		36		66		37		103		41		144		44	%
Elocon		31								29		30		58		29		88		30		117		8	%
Caelyx		34								22		26		49		30		78		32		111		55	%

Notes: Certain prior period amounts have been reclassified to conform to the current year presentation.
All figures rounded. Totals may not add due to rounding. N/M — not a meaningful percentage.

6

MISCELLANEOUS DATA
(Dollars in Millions)

	2004								2003
	1st		2nd	6	3rd	9	4th		1st		2nd		6		3rd		9		4th
	Qtr.		Qtr.	Mos.	Qtr.	Mos.	Qtr.	Year	Qtr.		Qtr.		Mos.		Qtr.		Mos.		Qtr.		Year
	$		$	$	$	$	$	$	$		$		$		$		$		$		$
Geographic Sales
U.S.		738								965		1,047		2,012		836		2,848		712		3,559
Europe and Canada		874								777		935		1,711		849		2,560		849		3,410
Latin America		174								171		163		334		184		517		199		716
Pacific Area and Asia		177								169		163		332		129		461		188		649
Consolidated Sales		1,963								2,082		2,308		4,389		1,998		6,386		1,948		8,334

	2004									2003
	1st			2nd	6	3rd	9	4th		1st			2nd			6			3rd			9			4th
	Qtr.			Qtr.	Mos.	Qtr.	Mos.	Qtr.	Year	Qtr.			Qtr.			Mos.			Qtr.			Mos.			Qtr.			Year
	$			$	$	$	$	$	$	$			$			$			$			$			$			$
Consolidated Sales
Growth Rates:
As Reported		(6	%)								(19	%)		(19	%)		(19	%)		(17	%)		(18	%)		(18	%)		(18	%)
Excluding Exchange		(12	%)								(23	%)		(24	%)		(24	%)		(21	%)		(23	%)		(24	%)		(23	%)
Other, Net
Interest Income	$	14								$	13		$	15		$	28		$	9		$	37		$	20		$	57
Interest Expense		(48	)								(13	)		(12	)		(25	)		(24	)		(49	)		(32	)		(81	)
FX Gains/(Losses)		(1	)								(1	)		—			(1	)		1			(1	)		—			(1	)
Other Income/(Expense)*		(1	)								(12	)		1			(10	)		(27	)		(36	)		2			(34	)
Total — Other, Net		($36	)								($13	)	$	4			($8	)		($41	)		($49	)		($10	)		($59	)
Effective Tax Rate		20.0	%								20.0	%		20.0	%		20.0	%		*	*		*	*		15.0	%		*	*

    **  In the 2003 third quarter, the company reduced its estimate of the 2003 annual effective tax rate to 15% from 20% on income, excluding the $350 million non-tax deductible provision to increase litigation reserves.

Note: All figures rounded. Totals may not add due to rounding. N/M — not a meaningful percentage.

Lisa W. DeBerardine	908-298-7437
Janet M. Barth	908-298-7417

7