8-K

UNITED STATES
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

Date of Report (Date of earliest event reported): April 20, 2006

SCHERING—PLOUGH CORPORATION

(Exact Name of Registrant as Specified in its Charter)

New Jersey	1-6571	22-1918501
(State or Other Jurisdiction of	(Commission File Number)	(IRS Employer
Incorporation)		Identification Number)

2000 Galloping Hill Road
Kenilworth, NJ 07033
(Address of Principal Executive Office)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

	ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
	ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
SIGNATURES
Exhibit Index
EX-99.1: PRESS RELEASE
EX-99.2: SUPPLEMENTAL FINANCIAL DATA

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

Schering-Plough today issued a press release titled “Schering-Plough Reports Financial Results for First Quarter of 2006” and provided additional supplemental financial data. The press release is furnished as Exhibit 99.1 to this 8-K. The supplemental financial data is furnished as Exhibit 99.2 to this 8-K.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

The following exhibits are furnished pursuant to Item 2.02 with this 8-K:

99.1 Press release dated April 20, 2006 titled “Schering-Plough Reports Financial Results for First Quarter of 2006” (furnished pursuant to Item 2.02)

99.2 Supplemental Financial Data (furnished pursuant to Item 2.02)

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/ Steven H. Koehler
Steven H. Koehler
Vice President and Controller
Date: April 20, 2006

Exhibit Index

The following exhibits are furnished with this 8-K:

99.1 Press release dated April 20, 2006 titled “Schering-Plough Reports Financial Results for First Quarter of 2006” (furnished pursuant to Item 2.02)

99.2 Supplemental Financial Data (furnished pursuant to Item 2.02)

EX-99.1

EXHIBIT 99.1

FOR RELEASE: IMMEDIATELY	Media Contact:	Steve Galpin, Jr.
		(908) 298-7415
	Investor Contact:	Alex Kelly
		(908) 298-7436

SCHERING-PLOUGH REPORTS FINANCIAL RESULTS
FOR FIRST QUARTER OF 2006

Turnaround Phase Continues on Track

KENILWORTH, N.J., April 20, 2006 — Schering-Plough Corporation (NYSE: SGP) today reported financial results for the 2006 first quarter.

     “Three years after beginning our Action Agenda, Schering-Plough today is delivering a solid record of performance — growing our business and moving ahead with the Turnaround phase of our six- to eight-year plan,” said Fred Hassan, chairman and CEO. “Our businesses are performing well across multiple fronts and geographic regions. We’ve driven top-line growth while exercising financial discipline and gaining greater efficiencies. These fundamentals have translated into significant bottom-line growth. We remain determined to become a high-performance competitor for the long term — and over the past several quarters we have made steady progress toward that goal.”

     For the 2006 first quarter, Schering-Plough reported net income available to common shareholders of $350 million or 24 cents per common share, which includes income of $22 million or approximately 2 cents per share resulting from the cumulative effect of the adoption of SFAS 123R related to stock-based compensation. GAAP net sales for the period totaled $2.6 billion, up 8 percent versus the 2005 first quarter. Schering-Plough does not record sales of its cholesterol joint venture with Merck & Co., Inc., as this venture is accounted for under the equity method. Including an adjustment of an assumed 50 percent of global cholesterol joint venture net sales (see note and table below), Schering-Plough’s adjusted net sales for the 2006 first quarter would have totaled $2.9 billion, an increase of $319 million or 12 percent, as compared to $2.6 billion on a similar adjusted basis in the 2005 first quarter.

     These results represent the sixth consecutive quarter of year-over-year net sales growth on a GAAP basis and the seventh consecutive quarter on an adjusted basis (including an assumed 50 percent of global cholesterol joint venture net sales). Excluding special items, the company also recorded its fifth consecutive quarter of higher earnings on a year-over-year basis.

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     “We are building strength through transforming and energizing our key brands,” said Hassan. He pointed to products posting higher sales in the 2006 first quarter, including REMICADE, NASONEX and TEMODAR.

     “Our cholesterol franchise is pivotal and continues to gain share in the United States and other major markets,” said Hassan. Managed through a joint venture with Merck, the cholesterol franchise comprises VYTORIN (ezetimibe/simvastatin) and ZETIA (ezetimibe). As a franchise, the two products combined are poised to cross the 15 percent threshold of new prescriptions in the U.S. cholesterol management market (based on March 2006 IMS data). VYTORIN has now been launched in more than 30 countries and ZETIA in more than 70.

     “Schering-Plough is moving to take advantage of its worldwide breadth and reach,” added Hassan. In addition to targeting major countries, Hassan said the company is also investing to establish a presence in or achieve a greater penetration of many emerging markets. “We have been intensifying our focus on China, Russia, Turkey and Central and Eastern Europe,” he said, “and last year opened commercial operations in Korea, Pakistan and Vietnam. These actions will allow us to better meet the needs of our customers and build a competitive edge in these increasingly important markets,” said Hassan.

     The company cited the importance of reporting to the U.S. Food and Drug Administration (FDA) the completion of all 212 significant steps and 30 validation actions by Dec. 31, 2005, as required under the consent decree (subject to certification by an external third party and review and approval by FDA). “The tremendous work that went into that effort has positioned us well for the future,” said Hassan. “Quality, compliance and business integrity are embedded in our operating culture and integral to how we conduct and manage our business. That will not change.”

     Hassan said the company and the pharmaceutical industry continue to face significant challenges, which for Schering-Plough includes the anticipated June 2006 U.S. introduction of generic versions of Merck’s Zocor (simvastatin). “Clinical studies continue to reinforce the medical value of high-efficacy cholesterol-lowering agents, such as VYTORIN,” he added. “For patients with high cholesterol, the data show that lowering LDL cholesterol and reaching targeted treatment goals are what is best for patients.” The company noted that VYTORIN, more than any other cholesterol-lowering agent, has demonstrated the ability to get patients to their goals.

     Hassan added: “In R&D, three of our leading Phase II projects have all been granted ‘fast-track’ status by the FDA. These include our protease inhibitor program for treating hepatitis C, vicriviroc for HIV and our thrombin receptor antagonist for acute coronary syndrome. Our pipeline is growing and maturing, with 17 compounds now approaching or in Phase I development,” he said. “We also know that to deliver sustainable growth, we must supplement our internal research work with external opportunities.”

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     The Turnaround phase is the third of five phases of the company’s Action Agenda, which was announced in the spring of 2003. The Turnaround phase began in October 2005 and is expected to run for 12 to 18 months. Steps launched in earlier phases to repair and strengthen the company’s infrastructure, systems and business processes will continue in the Turnaround phase. The next two phases are Build the Base and Breakout.

First Quarter 2006 Results
Schering-Plough reported net income available to common shareholders of $350 million in the 2006 first quarter or 24 cents per common share compared with net income available to common shareholders in the 2005 period of $105 million or 7 cents per share. The net income available to common shareholders in the 2006 first quarter included income of $22 million or approximately 2 cents per share resulting from the cumulative effect of the adoption of SFAS 123R.

     First quarter 2006 GAAP net sales of $2.6 billion were 8 percent higher than the 2005 period. The sales increase was driven by the growth of prescription pharmaceuticals, led by REMICADE, NASONEX, TEMODAR and PEG-INTRON. The sales growth versus 2005 includes a 5 percent unfavorable impact from foreign exchange.

     The company noted that GAAP net sales do not include sales of the cholesterol products marketed in partnership with Merck, as described below. Global cholesterol joint venture net sales, which include VYTORIN and ZETIA, totaled approximately $778 million in the 2006 first quarter compared to net sales of $505 million in the comparable 2005 period. Including an adjustment of an assumed 50 percent of global cholesterol joint venture net sales, Schering-Plough’s adjusted net sales for the first quarter of 2006 would have totaled $2.9 billion, a 12 percent increase, as compared to $2.6 billion on a similar adjusted basis in the first quarter of 2005.

     The company utilizes the equity method of accounting for its cholesterol joint venture with Merck. Overall, the company shares in approximately 50 percent of the profits of the joint venture with Merck, although there are different profit-sharing arrangements for the cholesterol products in countries around the world. There is a separate co-marketing agreement with Bayer for ZETIA in Japan, where the product is currently under regulatory review. Under the equity method, the company records its share of the income from operations (which includes milestones earned from Merck) in “Equity income from cholesterol joint venture,” which totaled $311 million in the 2006 first quarter versus $220 million in the first quarter of 2005. The increase in equity income reflected the strong sales performance for VYTORIN and ZETIA in the 2006 first quarter. The company noted that it incurs substantial costs, such as selling, general and administrative costs, that are not reflected in “Equity income from cholesterol joint venture” and are borne by the overall cost structure of Schering-Plough.

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     First quarter 2006 GAAP net sales of Prescription Pharmaceuticals, which do not include sales of the cholesterol joint venture, totaled $2.0 billion, up 10 percent, including an unfavorable impact from foreign exchange of 6 percent.

     Among prescription products posting higher sales in the 2006 first quarter was REMICADE, up 26 percent to $278 million. REMICADE is a treatment for immune-mediated inflammatory disorders that Schering-Plough markets in countries outside the United States (excluding Japan and certain Far East markets) for rheumatoid arthritis, early rheumatoid arthritis, psoriatic arthritis, Crohn’s disease, ankylosing spondylitis, plaque psoriasis and, most recently, ulcerative colitis. REMICADE sales were higher primarily due to greater demand, expanded indications and continued market growth.

     Sales of TEMODAR, a treatment for certain types of brain tumors, grew 25 percent to $163 million due to increased utilization for treating newly diagnosed glioblastoma multiforme (GBM), which is the most prevalent form of brain cancer. The growth rates for TEMODAR may moderate going forward, as significant market penetration has already been achieved in the treatment of GBM, especially in the United States. In Japan, TEMODAR was granted a priority review of the regulatory application to treat malignant glioma in the 2005 fourth quarter. Also reporting higher sales in the quarter was CAELYX, for the treatment of ovarian cancer, metastatic breast cancer and Kaposi’s sarcoma, up 18 percent to $51 million, largely as a result of increased use in treating ovarian and breast cancer.

     Global NASONEX sales rose 25 percent to $229 million, with U.S. sales climbing 33 percent to $144 million and international sales climbing 14 percent to $85 million, mostly due to greater U.S. and international market share versus the 2005 period.

     Global CLARINEX sales in the first quarter of 2006 were $160 million, up 11 percent. Sales of CLARINEX outside the United States rose 17 percent to $90 million in the first quarter due to increased demand. International sales of prescription CLARITIN decreased 9 percent to $101 million in the first quarter, due to lower sales in Japan reflecting difficult comparisons against an unusually severe allergy season in 2005.

     Sales of the company’s PEG-INTRON and REBETOL hepatitis C products rose in the 2006 first quarter, driven by growth in Japan due to a new indication for the treatment of hepatitis patients other than genotype 1. Sales growth was also driven by continuation of treatment in patients with genotype 1 hepatitis. In Japan, PEG-INTRON has become the leading interferon therapy prescribed for the treatment of hepatitis C. First quarter global sales of PEG-INTRON were up 16 percent to $196 million. Global sales of REBETOL were up 22 percent to $78 million in the 2006 first quarter.

     First quarter 2006 Consumer Health Care sales decreased 6 percent to $311 million. The decline was largely due to lower sales of CLARITIN-D and other OTC products containing the

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decongestant pseudoephedrine (PSE), reflecting the continued adverse impact of restrictions on retail sales of PSE-containing OTC products, and lower sales of sun care products. Sales of OTC CLARITIN decreased $5 million, or 4 percent, to $111 million.

     Animal Health sales increased 8 percent to $208 million, reflecting growth of core brands across most geographic and species areas, led by higher sales of seasonal livestock and companion animal products. The sales growth was tempered by an unfavorable impact from foreign exchange of 6 percent.

     The company’s gross margin was 65.0 percent for the 2006 first quarter compared with 62.5 percent in the 2005 period. The improvement stemmed primarily from product mix and supply chain efficiency improvements. The company’s gross margin is not impacted by results of operations of the cholesterol joint venture, as these results are reflected in equity income. Schering-Plough noted that its ongoing focus on operational excellence in all key functions continues to affect the overall cost structure of the company.

     Selling, general and administrative (SG&A) expenses were $1.1 billion in the first quarter of 2006, essentially flat versus the prior year period. SG&A in the first quarter of 2006 reflected the favorable impact from foreign exchange tempered by increased selling expenses in Europe to support the continued launch of ZETIA and VYTORIN.

     Research and development spending for the 2006 first quarter totaled $481 million, an increase of 25 percent compared to the first quarter of 2005. The increase was primarily due to increased R&D headcount, higher costs associated with clinical trials, and an upfront licensing payment to PTC Therapeutics, Inc. The company expects R&D spending to continue to reflect the progression of the early-stage pipeline and increased clinical trial activity.

Recent Developments
The company also offered the following summary of recent significant developments, including:

• Announced the granting by FDA of Fast Track designation to the company’s investigational oral hepatitis C protease inhibitor (SCH 503034), in Phase II clinical development for the treatment of chronic hepatitis C virus (HCV) infection. (Announced January 30)

• Gained FDA approval of CLARINEX-D 12 HOUR (desloratadine 2.5 mg and pseudoephedrine sulfate, USP 120 mg) Extended Release Tablets for the relief of nasal and non-nasal symptoms of seasonal allergic rhinitis (outdoor allergies), including nasal congestion, in patients 12 years of age and older. (Announced February 1)

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• Announced the FDA had accepted for standard review the company’s NDA for garenoxacin, a new broad-spectrum quinolone antibiotic for treating Gram-positive and Gram-negative bacterial infections, including those caused by anaerobic organisms and resistant bacterial strains. (Announced February 13)

• Announced the FDA had granted a 6-month priority review of the company’s New Drug Application (NDA) for NOXAFIL (posaconazole) Oral Suspension for use in preventing serious invasive fungal infections in high-risk patients. (Announced February 22)

• Provided an update on vicriviroc, an investigational CCR5 receptor antagonist, being evaluated by the NIH-sponsored Adult AIDS Clinical Trials Group (ACTG) in an ongoing Phase II clinical study of U.S. treatment-experienced HIV patients. The ACTG Study Monitoring Committee (SMC) for this trial informed the ACTG and Schering-Plough that cases of malignancy (lymphoma and stomach cancer) had been observed in patients treated with vicriviroc. The ACTG concluded that a causal association between vicriviroc and the lymphoma cases could not be established at that time. ACTG further concluded that since vicriviroc, at the two highest doses tested, together with an optimized background antiretroviral regimen showed evidence of virologic activity and CD4 count increases, the trial would continue. (Announced March 3)

• Gained European Commission approval of REMICADE (infliximab) for the treatment of moderately to severely active ulcerative colitis (UC) in patients who have had an inadequate response to conventional therapy, including corticosteroids and mercaptopurine or azathioprine, or who are intolerant to or have medical contraindications for such therapies. The approval makes REMICADE the first biologic therapy approved in the European Union (EU) to treat moderately to severely active UC. The approval marks the eighth indication for REMICADE in the EU for the treatment of immune-mediated inflammatory disorders. (Announced March 9)

• Reported results from a new analysis of a previously presented study of 1,902 patients with high cholesterol showing that a significantly greater number of patients taking VYTORIN achieved levels of LDL (“bad”) cholesterol of less than 70 mg/dl and Apolipoprotein B(1) (Apo B) levels of less than 90 mg/dL compared with patients taking Lipitor (atorvastatin) pooled across the dosing range (p less than 0.001). The new analysis was presented at the American College of Cardiology’s 55th Annual Scientific Session. (Announced March 13)

• Entered into an exclusive collaboration and licensing agreement with PTC Therapeutics, Inc. for the development of PTC’s preclinical compounds for the oral treatment of hepatitis C virus (HCV) infection and other viral diseases. Under the terms of the agreement, Schering-Plough

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	will make an upfront payment to PTC of $12 million and provide funding for PTC’s research efforts. (Announced March 20)
•	Reported results of a new clinical study showing that AVELOX (moxifloxacin HCl) monotherapy at 400 mg once daily was as effective as the high-dose combination of levofloxacin plus ceftriaxone in treating patients with severe community-acquired pneumonia requiring hospitalization. The results were presented at the 16th European Congress of Clinical Microbiology and Infectious Diseases in Nice, France. (Announced April 7)
•	Reported the granting by FDA of Fast Track designation to the company’s investigational oral thrombin receptor antagonist (SCH 530348), currently in Phase II clinical development for secondary prevention of cardiovascular morbidity and mortality outcomes in at-risk patients. (Announced April 19)

First Quarter 2006 Conference Call and Webcast
Schering-Plough will conduct a conference call today at 8 a.m. (EDT) to review the 2006 first quarter results. To listen live to the call, dial 1-877-565-9664 or 1-706-634-5003 and enter conference ID #6243806. A replay of the call will be available starting at approximately 11 a.m. on April 20 through 5 p.m. on April 27. To listen to the replay, dial 1-800-642-1687 or 1-706-645-9291 and enter the conference ID #6243806.

     A live audio webcast of the conference call also will be available by going to the Investor Relations section of the Schering-Plough corporate Web site, www.schering-plough.com, and clicking on the “Presentations/Webcasts” link. A replay of the webcast will be available starting at approximately 11 a.m. on April 20 through 5 p.m. on May 19.

NOTE: Adjusted net sales, defined as GAAP net sales plus an assumed 50 percent of global cholesterol joint venture net sales, is a non-U.S. GAAP measure used by management in evaluating the performance of the company’s overall business. The company believes that this performance measure contributes to a more complete understanding by investors of the overall results of the company. The company provides this information to supplement the reader’s understanding of the importance to the company of its share of results from the operations of the cholesterol joint venture.

     Net sales (excluding the cholesterol joint venture net sales) is required to be presented under U.S. GAAP. The cholesterol joint venture’s net sales are included as a component of income from operations in the calculation of the company’s “Equity income from cholesterol joint venture.”

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DISCLOSURE NOTICE: The information in this press release, the comments of Schering-Plough officers during our earnings teleconference/webcast on April 20, 2006 at 8:00 a.m. (EDT), and other written reports and oral statements made from time to time by the company may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements do not relate strictly to historical or current facts and are based on current expectations or forecasts of future events. You can identify these forward-looking statements by their use of words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “forecast,” “project,” “intend,” “plan,” “potential,” “will,” and other similar words and terms. In particular, forward-looking statements include statements relating to the company’s plans, its progress under the Action Agenda and anticipated timing regarding future performance of the Action Agenda, business prospects, anticipated growth, trends in performance, and the potential of certain products including VYTORIN and ZETIA. Actual results may vary materially from the company’s forward-looking statements and there are no guarantees about the performance of Schering-Plough stock or Schering-Plough’s business. Schering-Plough does not assume the obligation to update any forward-looking statement. A number of risks and uncertainties could cause results to differ from forward-looking statements, including market forces, economic factors, product availability, patent and other intellectual property protection, current and future branded, generic or over-the-counter competition, the regulatory process, and any developments following regulatory approval, among other uncertainties. For further details of these and other risks and uncertainties that may impact forward-looking statements, see Schering-Plough’s Securities and Exchange Commission filings, including Item 1A. Risk Factors in the company’s 2005 10-K.

     Schering-Plough is a global science-based health care company with leading prescription, consumer and animal health products. Through internal research and collaborations with partners, Schering-Plough discovers, develops, manufactures and markets advanced drug therapies to meet important medical needs. Schering-Plough’s vision is to earn the trust of the physicians, patients and customers served by its more than 32,000 people around the world. The company is based in Kenilworth, N.J., and its Web site is www.schering-plough.com.

# # #

SCHERING-PLOUGH CORPORATION

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

	First Quarter
	2006			2005
Net sales	$	2,551		$	2,369
Cost of sales		893			889
Selling, general and administrative		1,086			1,081
Research and development		481			384
Other (income)/expense, net		(34	)		17
Special charges		—			27
Equity income from cholesterol joint venture		(311	)		(220	)
Income before income taxes		436			191
Income tax expense a/		86			64
Net income before cumulative effect of a change in accounting principle	$	350		$	127
Cumulative effect of a change in accounting principle, net of tax b/		(22	)		—
Net income b/	$	372		$	127
Preferred stock dividends		22			22
Net income available to common shareholders b/	$	350		$	105
Diluted earnings per common share:
Earnings available to common shareholders before cumulative effect of a change in accounting principle	$	.22		$	.07
Cumulative effect of a change in accounting principle, net of tax b/		.02			—
Diluted earnings per common share b/	$	.24		$	.07
Average common shares outstanding — diluted		1,486			1,480

The Company incurs substantial costs related to the cholesterol joint venture, such as selling, general and administrative costs, that are not reflected in the “Equity income from cholesterol joint venture” and are borne by the overall cost structure of Schering-Plough.

a/ Tax expense during the first quarter of 2006 and 2005 primarily related to foreign tax expense as the Company did not recognize the benefit of U.S. tax operating losses.

b/ In the first quarter of 2006 the Company adopted the provisions of SFAS 123R. As a result of this adoption the Company recognized:

1)	a non-recurring cumulative effect adjustment of $22 million of income associated with the Company’s liability based compensation plans; and
2)	stock option expense in the first quarter of 2006 of $14 million which is included in the respective expense line items.

SCHERING-PLOUGH CORPORATION

Report for the period ended March 31 (unaudited):

GAAP Net Sales by Key Product:

(Dollars in Millions)	First Quarter
	2006		2005		%
GLOBAL PHARMACEUTICALS	$	2,032	$	1,846		10
REMICADE		278		220		26
NASONEX		229		183		25
PEG-INTRON		196		170		16
TEMODAR		163		131		25
CLARINEX / AERIUS		160		144		11
CLARITIN RX		101		111		(9	)
AVELOX		80		73		10
INTEGRILIN		80		75		6
REBETOL		78		64		22
INTRON A		60		73		(18	)
CAELYX		51		43		18
SUBUTEX		48		51		(6	)
ELOCON		34		41		(17	)
CIPRO		25		37		(32	)
Other Pharmaceuticals		449		430		4
CONSUMER HEALTH CARE		311		330		(6	)
OTC		153		162		(6	)
OTC CLARITIN		111		116		(4	)
Foot Care		83		84		(2	)
Sun Care		75		84		(10	)
ANIMAL HEALTH		208		193		8
CONSOLIDATED NET SALES	$	2,551	$	2,369		8

NOTE: 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.

SCHERING-PLOUGH CORPORATION

Reconciliation of Non-U.S. GAAP Financial Measure
Adjusted net sales, defined as net sales plus an assumed 50 percent of global cholesterol joint venture net sales.

(Dollars in millions)	Three-Months Ended March 31 (unaudited)
	2006		2005
Net sales, as reported	$	2,551	$	2,369
50 percent of cholesterol joint venture net sales a/		389		252
Adjusted net sales	$	2,940	$	2,621

a/ Total net sales of the cholesterol joint venture for the three months ended March 31, 2006 and 2005 were $778 million and $505 million, respectively.

NOTE: Adjusted net sales, defined as net sales plus an assumed 50 percent of global cholesterol joint venture net sales, is a non-U.S. GAAP measure used by management in evaluating the performance of the company’s overall business. The company believes that this performance measure contributes to a more complete understanding by investors of the overall results of the company. The company provides this information to supplement the reader’s understanding of the importance to the company of its share of results from the operations of the cholesterol joint venture. Net sales (excluding the cholesterol joint venture net sales) is required to be presented under U.S. GAAP. The cholesterol joint venture’s net sales are included as a component of income from operations in the calculation of the company’s “Equity income from cholesterol joint venture.” Net sales of the cholesterol joint venture do not include net sales of cholesterol products in non-joint venture territories.

EX-99.2

EXHIBIT 99.2

SCHERING-PLOUGH CORPORATION
STATEMENTS OF CONSOLIDATED OPERATIONS
(Dollars in Millions, except EPS)
(Unaudited)

	2006							2005
	1st			2nd	3rd	4th	Full	1st			2nd			3rd			4th			Full			1st Qtr.
	Qtr.			Qtr.	Qtr.	Qtr.	Year	Qtr.			Qtr.			Qtr.			Qtr.			Year			vs
	$			$	$	$	$	$			$			$			$			$			1st Qtr.
Net sales		2,551							2,369			2,532			2,284			2,324			9,508			8	%
Cost of sales		893							889			867			775			815			3,346			0	%
Gross profit		1,658							1,480			1,665			1,509			1,509			6,162			12	%
Selling, general and administrative		1,086							1,081			1,116			1,064			1,114			4,374			0	%
Research and development 1/		481							384			442			566			474			1,865			25	%
Other (income)/expense, net		(34	)						17			(8	)		—			(5	)		5			*
Special charges 2/		—							27			259			6			2			294			(100	%)
Equity income from cholesterol joint venture		(311	)						(220	)		(170	)		(215	)		(268	)		(873	)		42	%
Income before income taxes		436							191			26			88			192			497			129	%
Income tax expense 3/		86							64			74			23			66			228			35	%
Net income/(loss) before cumulative effect of a change in accounting principle		350							127			(48	)		65			126			269			176
Cumulative effect of a change in accounting principle, net of tax 4/		(22	)						—			—			—			—			—			*
Net income/(loss) 4/		372							127			(48	)		65			126			269			194	%
Preferred stock dividends		22							22			22			22			22			86			0	%
Net income/(loss) available to common shareholders 4/		350							105			(70	)		43			104			183			233	%
Diluted earnings/(loss) per common share:
Earnings/(loss) available to common shareholders before cumulative effect of a change in accounting principle		0.22							0.07			(0.05	)		0.03			0.07			0.12
Cumulative effect of a change in accounting principle, net of tax 4/		0.02							—			—			—			—			—
Diluted earnings/(loss) per common share 4/		0.24							0.07			(0.05	)		0.03			0.07			0.12
Avg. shares outstanding- diluted		1,486							1,480			1,476			1,487			1,487			1,484
Actual shares outstanding		1,481							1,475			1,476			1,478			1,479			1,479
Ratios to net sales
Net sales		100.0	%						100.0	%		100.0	%		100.0	%		100.0	%		100.0	%
Cost of sales		35.0	%						37.5	%		34.2	%		34.0	%		35.1	%		35.2	%
Gross margin		65.0	%						62.5	%		65.8	%		66.0	%		64.9	%		64.8	%
Selling, general and administrative		42.6	%						45.6	%		44.1	%		46.6	%		47.9	%		46.0	%
Research and development		18.8	%						16.2	%		17.4	%		24.8	%		20.4	%		19.6	%
Income/(loss) before income taxes		17.1	%						8.0	%		1.0	%		3.8	%		8.3	%		5.2	%
Net income/(loss)		14.6	%						5.3	%		(1.9	%)		2.8	%		5.4	%		2.8	%

* Not a meaningful percentage

Note: The Company incurs substantial costs, such as selling, general and administrative costs, that are not reflected in the “Equity income from cholesterol joint venture” and are borne by the overall cost structure of Schering-Plough.

1/	Research and development for the twelve months ended December 31, 2005 included an R&D payment of $124 million, before a tax benefit of $6 million, to Centocor, Inc. for the Company’s exercise of its right to develop and commercialize golimumab, a fully human monoclonal antibody being developed as a therapy for the treatment of rheumatoid arthritis and other immune-mediated inflammatory diseases.
2/	Special charges for the twelve months ended December 31, 2005 included an addition of $250 million to the Company’s litigation reserves relating to the Massachusetts investigation and previously disclosed investigations and litigation relating to the company’s practices regarding average wholesale price by the Department of Justice and certain states.
3/	Tax expense for all periods presented primarily relates to foreign tax expense as the Company did not recognize the benefit of U.S. tax operating losses.
	The Company’s full year 2005 tax provision included a benefit of approximately $42 million related to tax expense recorded in 2004 related to planned earnings repatriations under the American Jobs Creation Act (AJCA).
	This adjustment of tax expense associated with repatriation under the AJCA is the result of an IRS Notice issued by the U.S. Treasury in August 2005.
4/	In the first quarter of 2006 the Company adopted the provisions of SFAS 123R. As a result of this adoption the Company recognized:

1)	a non-recurring cumulative effect adjustment of $22 million of income associated with the Company’s liability based compensation plans; and
2)	stock option expense in the first quarter of 2006 of $14 million which is included in the respective expense line items.

All figures rounded. Totals may not add due to rounding. Percentages based on unrounded figures.

SCHERING-PLOUGH CORPORATION
CONSOLIDATED SALES
(Dollars in Millions)

	2006						2005
	1st		2nd	3rd	4th	Full	1st		2nd		3rd		4th		Full		1st Qtr.
	Qtr.		Qtr.	Qtr.	Qtr.	Year	Qtr.		Qtr.		Qtr.		Qtr.		Year		vs
	$		$	$	$	$	$		$		$		$		$		1st Qtr.
Prescription Pharm:		2,032						1,846		1,975		1,840		1,904		7,564		10	%
U.S.		656						549		609		597		600		2,355		20	%
International		1,376						1,297		1,366		1,243		1,304		5,209		6	%
Consumer Health Care:		311						330		330		235		198		1,093		(6	%)
OTC:		153						162		162		129		103		556		(6	%)
OTC Claritin		111						116		133		92		54		394		(4	%)
Other OTC		42						46		29		37		49		162		(10	%)
Foot Care:		83						84		89		85		75		333		(2	%)
Sun Care:		75						84		79		21		20		204		(10	%)
Animal Health:		208						193		227		209		222		851		8	%
U.S.		57						44		54		68		50		216		28	%
International		151						149		173		141		172		635		2	%
Total Consolidated:		2,551						2,369		2,532		2,284		2,324		9,508		8	%
U.S.		999						897		970		886		837		3,589		11	%
International		1,552						1,472		1,562		1,398		1,487		5,919		5	%

     All figures rounded. Totals may not add due to rounding. Percentages based on unrounded figures.

Page 2

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

	Global Prescription Pharm							U.S.							International
	2006		2005					2006		2005					2006		2005
	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.
Prescription Pharm:		2,032		1,846		10	%		656		549		20	%		1,376		1,297		6	%
REMICADE		278		220		26	%		—		—		—			278		220		26	%
NASONEX		229		183		25	%		144		109		33	%		85		74		14	%
PEG-INTRON		196		170		16	%		43		52		(18	%)		153		118		30	%
TEMODAR		163		131		25	%		67		57		19	%		96		74		29	%
CLARINEX / AERIUS		160		144		11	%		70		67		4	%		90		77		17	%
CLARITIN RX		101		111		(9	%)		—		—		—			101		111		(9	%)
AVELOX 1/		80		73		10	%		80		73		10	%		—		—		—
INTEGRILIN		80		75		6	%		76		71		6	%		4		4		(0	%)
REBETOL		78		64		22	%									76		70		9	%
INTRON A		60		73		(18	%)		30		32		(6	%)		30		41		(28	%)
CAELYX		51		43		18	%		—		—		—			51		43		18	%
SUBUTEX		48		51		(6	%)		—		—		—			48		51		(6	%)
ELOCON		34		41		(17	%)		—		4		(100	%)		34		37		(9	%)
CIPRO 1/		25		37		(32	%)		25		37		(32	%)		—		—		—

1/ Includes net sales in Puerto Rico

     All figures rounded. Totals may not add due to rounding. Percentages based on unrounded figures.

Page 3

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

	2006						2005
	1st		2nd	3rd	4th	Full	1st		2nd		3rd		4th		Full		1st Qtr.
	Qtr.		Qtr.	Qtr.	Qtr.	Year	Qtr.		Qtr.		Qtr.		Qtr.		Year		vs
	$		$	$	$	$	$		$		$		$		$		1st Qtr.
Global Prescription Pharm:		2,032						1,846		1,975		1,840		1,904		7,564		10	%
REMICADE		278						220		234		237		251		942		26	%
NASONEX		229						183		199		170		185		737		25	%
PEG-INTRON		196						170		182		185		214		751		16	%
TEMODAR		163						131		145		152		160		588		25	%
CLARINEX / AERIUS		160						144		207		157		139		646		11	%
CLARITIN RX		101						111		100		76		85		371		(9	%)
AVELOX 1/		80						73		46		41		68		228		10	%
INTEGRILIN		80						75		82		86		71		315		6	%
REBETOL		78						64		91		82		94		331		22	%
INTRON A		60						73		75		72		66		287		(18	%)
CAELYX		51						43		46		46		46		181		18	%
SUBUTEX		48						51		53		44		49		197		(6	%)
ELOCON		34						41		38		34		32		144		(17	%)
CIPRO 1/		25						37		36		41		33		146		(32	%)

1/ Includes net sales in Puerto Rico

     All figures rounded. Totals may not add due to rounding. Percentages based on unrounded figures.

Page 4

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

	2006						2005
	1st		2nd	3rd	4th	Full	1st		2nd		3rd		4th		Full		1st Qtr.
	Qtr.		Qtr.	Qtr.	Qtr.	Year	Qtr.		Qtr.		Qtr.		Qtr.		Year		vs
	$		$	$	$	$	$		$		$		$		$		1st Qtr.
Total U.S. Pharm:		656						549		609		597		600		2,355		20	%
NASONEX		144						109		115		109		115		447		33	%
PEG-INTRON		43						52		38		42		52		184		(18	%)
TEMODAR		67						57		65		70		73		264		19	%
CLARINEX / AERIUS		70						67		90		93		76		325		4	%
AVELOX 1/		80						73		46		41		68		228		10	%
INTEGRILIN		76						71		78		82		67		299		6	%
INTRON A		30						32		36		36		32		136		(6	%)
ELOCON		—						4		2		1		—		7		(100	%)
CIPRO 1/		25						37		36		41		33		146		(32	%)

1/ Includes net sales in Puerto Rico

     All figures rounded. Totals may not add due to rounding. Percentages based on unrounded figures.

Page 5

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

	2006						2005
	1st		2nd	3rd	4th	Full	1st		2nd		3rd		4th		Full		1st Qtr.
	Qtr.		Qtr.	Qtr.	Qtr.	Year	Qtr.		Qtr.		Qtr.		Qtr.		Year		vs
	$		$	$	$	$	$		$		$		$		$		1st Qtr.
Total International Pharm:		1,376						1,297		1,366		1,243		1,304		5,209		6	%
REMICADE		278						220		234		237		251		942		26	%
NASONEX		85						74		84		61		70		290		14	%
PEG-INTRON		153						118		144		143		162		567		30	%
TEMODAR		96						74		80		82		87		324		29	%
CLARINEX / AERIUS		90						77		117		64		63		321		17	%
CLARITIN RX		101						111		100		76		85		371		(9	%)
INTEGRILIN		4						4		4		4		4		16		(0	%)
REBETOL		76						70		90		80		90		330		9	%
INTRON A		30						41		39		36		34		151		(28	%)
CAELYX		51						43		46		46		46		181		18	%
SUBUTEX		48						51		53		44		49		197		(6	%)
ELOCON		34						37		36		33		32		137		(9	%)

     All figures rounded. Totals may not add due to rounding. Percentages based on unrounded figures.

Page 6

SCHERING-PLOUGH CORPORATION
CHOLESTEROL FRANCHISE SALES
(Dollars in Millions)

	2006						2005
	1st		2nd	3rd	4th	Full	1st		2nd		3rd		4th		Full		1st Qtr.
	Qtr.		Qtr.	Qtr.	Qtr.	Year	Qtr.		Qtr.		Qtr.		Qtr.		Year		vs
	$		$	$	$	$	$		$		$		$		$		1st Qtr.
Global ZETIA: 1/		415						331		317		357		392		1,396		25	%
U.S.		315						269		240		277		297		1,082		17	%
International		100						62		77		80		95		314		59	%
Global VYTORIN: 1/		371						178		201		265		368		1,012		109	%
U.S.		319						157		173		229		314		874		103	%
International		52						21		28		36		54		138		156	%
Global Cholesterol: 1/		786						509		518		622		760		2,408		55	%
U.S.		634						426		413		506		611		1,956		49	%
International		152						83		105		116		149		452		83	%

1/ Substantially all sales of cholesterol products are not included in the Company’s net sales. Global sales include sales under the Merck/Schering-Plough partnership, plus any sales that are not part of the partnership, such as Schering-Plough sales of cholesterol products in Latin America. In the first quarter of 2006 and 2005, sales in non-joint venture territories of the cholesterol franchise totaled $8 and $4, respectively.

The results of the operation of the joint venture are reflected in equity income and have no impact on the Company’s gross and other operating margins.

The company utilizes the equity method of accounting for the joint venture. The cholesterol agreements provide for the sharing of net income/(loss) based upon percentages that vary by product, sales level and country. In the U.S. market, Schering-Plough receives a greater share of profits on the first $300 of annual ZETIA sales. Above $300 of annual ZETIA sales, the companies share profits equally. Schering-Plough’s allocation of joint venture income is increased by milestones earned. Further, either partner’s share of the joint venture’s net income/(loss) is subject to a reduction if the partner fails to perform a specified minimum number of physician details in a particular country. The partners agree annually to the minimum number of physician details by country.

     All figures rounded. Totals may not add due to rounding. Percentages based on unrounded figures.

Page 7

SCHERING-PLOUGH CORPORATION
CONSOLIDATED OPERATIONS DATA
(Dollars in Millions)
(Unaudited)

	2006						2005
	1st		2nd	3rd	4th	Full	1st		2nd		3rd		4th		Full
	Qtr.		Qtr.	Qtr.	Qtr.	Year	Qtr.		Qtr.		Qtr.		Qtr.		Year
	$		$	$	$	$	$		$		$		$		$
Geographic sales
U.S.		999						897		970		886		837		3,589
Europe and Canada		1,046						1,035		1,102		927		976		4,040
Latin America		260						210		218		223		233		884
Asia Pacific		246						227		242		248		278		995
Consolidated sales		2,551						2,369		2,532		2,284		2,324		9,508

	2006							2005
	1st			2nd	3rd	4th	Full	1st			2nd			3rd			4th			Full
	Qtr.			Qtr.	Qtr.	Qtr.	Year	Qtr.			Qtr.			Qtr.			Qtr.			Year
	$			$	$	$	$	$			$			$			$			$
Other (income)/expense, net
Interest income		($68	)						($33	)		($40	)		($45	)		($58	)		($176	)
Interest expense		46							45			40			36			41			163
FX losses		0							4			1			2			2			8
Other (income)/expense		(12	)						1			(9	)		7			10			10
Total — Other (income)/expense, net		($34	)					$	17			($8	)	$	0			($5	)	$	5

     All figures rounded. Totals may not add due to rounding.

Alex Kelly	908-298-7450
Robyn Brown	908-298-7417

Page 8