SCHEDULE 14A
                    Proxy Statement Pursuant to Section 14(a)
            of the Securities Exchange Act of 1934 (Amendment No. __)


Filed by the Registrant    [  ]

Filed by a Party other than the Registrant    [x]

Check the appropriate box:

[  ]     Preliminary Proxy Statement
[  ]     Confidential, for Use of the Commission Only (as permitted by
         Rule 14a-6(e)(2))
[  ]     Definitive Proxy Statement
[  ]     Definitive Additional Materials
[X]      Soliciting Material Pursuant to ss. 240.14a-12

                             Mylan Laboratories Inc.

                (Name of Registrant as Specified In Its Charter)

                                 Carl C. Icahn,
                   Barberry Corp., Hopper Investments LLC and
                         High River Limited Partnership


    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (check the appropriate box):

[X]      No fee required.

[   ]    Fee computed on table below per Exchange Act Rule 14a-6(i)(4) and 0-11.

         1)      Title of each class of securities to which transaction applies:



         2)      Aggregate number of securities to which transaction applies:



         3)      Per unit price or other  underlying value of transaction
computed  pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):



         4)       Proposed maximum aggregate value of transaction:



         5)       Total fee paid:



     [ ] Fee paid previously with preliminary materials.

     [ ] Check box if any part of the fee is offset as provided by Exchange  Act
Rule  0-11(a)(2)  and identify the filing for which the  offsetting fee was paid
previously.  Identify the previous filing by registration  statement  number, or
the Form or Schedule and the date of its filing.

         1)       Amount Previously Paid:



         2)       Form, Schedule or Registration Statement No.:



         3)       Filing Party:



         4)       Date Filed:



     High River Limited  Partnership is sending a letter to Mylan  Laboratories,
Inc.,  which  letter is  attached  hereto as  Exhibit  A, and has issued a press
release in  connection  therewith,  which press  release is  attached  hereto as
Exhibit B.


     SECURITY  HOLDERS  ARE  ADVISED  TO READ  THE  PROXY  STATEMENT  AND  OTHER
DOCUMENTS  RELATED TO  SOLICITATION  OF PROXIES BY MR. ICAHN AND HIS  AFFILIATES
FROM THE STOCKHOLDERS OF MYLAN  LABORATORIES INC. FOR USE AT ITS SPECIAL MEETING
WHEN  AND  IF  THEY  BECOME  AVAILABLE   BECAUSE  THEY  WILL  CONTAIN  IMPORTANT
INFORMATION.  WHEN COMPLETED,  A DEFINITIVE  PROXY STATEMENT AND A FORM OF PROXY
WILL BE MAILED TO STOCKHOLDERS OF MYLAN  LABORATORIES INC. AND WILL BE AVAILABLE
AT  NO  CHARGE  AT  THE   SECURITIES  AND  EXCHANGE   COMMISSION'S   WEBSITE  AT
HTTP://WWW.SEC.GOV.   INFORMATION  RELATING  TO  THE  PARTICIPANTS  IN  A  PROXY
SOLICITATION  IS  CONTAINED  IN THE  SCHEDULE  14A  FILED BY MR.  ICAHN  AND HIS
AFFILIATES WITH THE SECURITIES AND EXCHANGE  COMMISSION ON OCTOBER 14, 2004 WITH
RESPECT TO MYLAN  LABORATORIES INC. THAT SCHEDULE 14A IS CURRENTLY  AVAILABLE AT
NO CHARGE ON THE SECURITIES AND EXCHANGE COMMISSION'S WEBSITE.





                                                              EXHIBIT A

                         High River Limited Partnership
                          767 Fifth Avenue, 47th Floor
                            New York, New York 10153


                                                              January 12, 2005

Milan Puskar
Chairman Of the Board
Mylan Laboratories, Inc.
1500 Corporate Drive
Suite 400
Canonsburg, Pennsylvania 15317-8574

Dear Mr. Puskar:

     In your  December  22 letter to me, you stated  that "Mylan is a strong and
proud company." However,  as Chairman of the Board, you have chosen Robert Coury
as a leader  for Mylan.  Mr.  Coury:  (i)  stated to us in a meeting  that he is
skeptical  regarding the future growth  potential of the generic drug  industry;
(ii) has  presided  over a company  whose  revenue  and  EBITDA in fiscal  years
2002-2004  (2003 and 2004 being the Coury years) grew at compound  rates of 11.6
percent and 10.7 percent, respectively, as compared to 21 and 28 percent for its
largest  competitors,  according to a report prepared for us by AT Kearny; (iii)
does not, in our opinion,  have enough experience  running a company like Mylan;
and (iv) has been attempting to lead Mylan into a transaction  with King that we
believe would be disastrous and could fatally wound Mylan. We do not think these
are  things to be proud of. In our view,  watching  Mr.  Coury at Mylan has been
analogous to watching a military  commander  who  dislikes  war, and with little
combat experience, marching his troops toward a cliff.

     We were not surprised to see in today's  announcement  by Mylan that you do
not expect to consummate the transaction with King on the terms set forth in the
existing  Mylan/King  agreement.  However,  today's  announcement does raise the
specter of a new transaction  with King. We advise you once again that we do not
think King is a good acquisition candidate for Mylan on any terms and that in no
event should Mylan seek to engage in a revised  agreement  that would attempt to
avoid the vote of Mylan shareholders.

     As the holder of nearly 10% of Mylan's stock, we will continue to be active
and vocal  critics  of Mylan if it may help to  remind  board  members  of their
fiduciary  obligations  in  evaluating  the  Mylan/King  situation  rather  than
blithely  watching  as the  board  follows  a path of  folly  that may lead to a
transaction  with King. As we have told you before,  we will hold the members of
the Mylan board,  as well as its officers and advisors,  personally  accountable
for this entire regrettable situation, particularly if Mylan attempts to proceed
with a transaction with King without seeking Mylan shareholder approval.

     We wish to  impress  upon you  that  our  actions,  which  you  refer to as
"confrontational"  or  "intimidation,"  are in our view  merely the  appropriate
exercise of shareholder  rights. We believe that  shareholders  should be active
and vocal critics of board decisions that they think are wrong,  and should hold
board members accountable for those decisions.  Perhaps if shareholders had been
more vocal critics of the Enron or Worldcom  boards those  egregious  situations
could have been avoided.

     We continue to be willing to stand by our proposal to acquire Mylan for $20
per share as previously  made,  without a "breakup fee",  which we believe would
set up a bidding  process for Mylan.  In our  opinion,  after all they have been
through,  Mylan  shareholders  should be given the right to choose  between  our
proposal and any new transaction  that Mylan may seek to negotiate with King. We
look forward to hearing from you in this regard.

                                                  Very truly yours,


                                                  High River Limited Partnership


SECURITY  HOLDERS  ARE  ADVISED  TO READ  THE  PROXY  STATEMENT  AND  OTHER
DOCUMENTS  RELATED TO  SOLICITATION  OF PROXIES BY MR. ICAHN AND HIS  AFFILIATES
FROM THE STOCKHOLDERS OF MYLAN  LABORATORIES INC. FOR USE AT ITS SPECIAL MEETING
WHEN  AND  IF  THEY  BECOME  AVAILABLE   BECAUSE  THEY  WILL  CONTAIN  IMPORTANT
INFORMATION.  WHEN COMPLETED,  A DEFINITIVE  PROXY STATEMENT AND A FORM OF PROXY
WILL BE MAILED TO STOCKHOLDERS OF MYLAN  LABORATORIES INC. AND WILL BE AVAILABLE
AT  NO  CHARGE  AT  THE   SECURITIES  AND  EXCHANGE   COMMISSION'S   WEBSITE  AT
HTTP://WWW.SEC.GOV.   INFORMATION  RELATING  TO  THE  PARTICIPANTS  IN  A  PROXY
SOLICITATION  IS  CONTAINED  IN THE  SCHEDULE  14A  FILED BY MR.  ICAHN  AND HIS
AFFILIATES WITH THE SECURITIES AND EXCHANGE  COMMISSION ON OCTOBER 14, 2004 WITH
RESPECT TO MYLAN  LABORATORIES INC. THAT SCHEDULE 14A IS CURRENTLY  AVAILABLE AT
NO CHARGE ON THE SECURITIES AND EXCHANGE COMMISSION'S WEBSITE.


                                                                 EXHIBIT B

                              FOR IMMEDIATE RELEASE

                  HIGH RIVER RESPONDS TO MYLAN'S ANNOUNCEMENT

New York, New York, January 12, 2005
Contact:  Yevgeny Fundler (212) 702-4329


     High River Limited  Partnership  announces that it is sending the following
letter to Mylan Laboratories, Inc.:

                         High River Limited Partnership
                          767 Fifth Avenue, 47th Floor
                            New York, New York 10153


                                                              January 12, 2005

Milan Puskar
Chairman Of the Board
Mylan Laboratories, Inc.
1500 Corporate Drive
Suite 400
Canonsburg, Pennsylvania 15317-8574

Dear Mr. Puskar:

     In your  December  22 letter to me, you stated  that "Mylan is a strong and
proud company." However,  as Chairman of the Board, you have chosen Robert Coury
as a leader  for Mylan.  Mr.  Coury:  (i)  stated to us in a meeting  that he is
skeptical  regarding the future growth  potential of the generic drug  industry;
(ii) has  presided  over a company  whose  revenue  and  EBITDA in fiscal  years
2002-2004  (2003 and 2004 being the Coury years) grew at compound  rates of 11.6
percent and 10.7 percent, respectively, as compared to 21 and 28 percent for its
largest  competitors,  according to a report prepared for us by AT Kearny; (iii)
does not, in our opinion,  have enough experience  running a company like Mylan;
and (iv) has been attempting to lead Mylan into a transaction  with King that we
believe would be disastrous and could fatally wound Mylan. We do not think these
are  things to be proud of. In our view,  watching  Mr.  Coury at Mylan has been
analogous to watching a military  commander  who  dislikes  war, and with little
combat experience, marching his troops toward a cliff.

     We were not surprised to see in today's  announcement  by Mylan that you do
not expect to consummate the transaction with King on the terms set forth in the
existing  Mylan/King  agreement.  However,  today's  announcement does raise the
specter of a new transaction  with King. We advise you once again that we do not
think King is a good acquisition candidate for Mylan on any terms and that in no
event should Mylan seek to engage in a revised  agreement  that would attempt to
avoid the vote of Mylan shareholders.

     As the holder of nearly 10% of Mylan's stock, we will continue to be active
and vocal  critics  of Mylan if it may help to  remind  board  members  of their
fiduciary  obligations  in  evaluating  the  Mylan/King  situation  rather  than
blithely  watching  as the  board  follows  a path of  folly  that may lead to a
transaction  with King. As we have told you before,  we will hold the members of
the Mylan board,  as well as its officers and advisors,  personally  accountable
for this entire regrettable situation, particularly if Mylan attempts to proceed
with a transaction with King without seeking Mylan shareholder approval.

     We wish to  impress  upon you  that  our  actions,  which  you  refer to as
"confrontational"  or  "intimidation,"  are in our view  merely the  appropriate
exercise of shareholder  rights. We believe that  shareholders  should be active
and vocal critics of board decisions that they think are wrong,  and should hold
board members accountable for those decisions.  Perhaps if shareholders had been
more vocal critics of the Enron or Worldcom  boards those  egregious  situations
could have been avoided.

     We continue to be willing to stand by our proposal to acquire Mylan for $20
per share as previously  made,  without a "breakup fee",  which we believe would
set up a bidding  process for Mylan.  In our  opinion,  after all they have been
through,  Mylan  shareholders  should be given the right to choose  between  our
proposal and any new transaction  that Mylan may seek to negotiate with King. We
look forward to hearing from you in this regard.

                                                 Very truly yours,


                                                 High River Limited Partnership



     SECURITY  HOLDERS  ARE  ADVISED  TO READ  THE  PROXY  STATEMENT  AND  OTHER
DOCUMENTS  RELATED TO  SOLICITATION  OF PROXIES BY MR. ICAHN AND HIS  AFFILIATES
FROM THE STOCKHOLDERS OF MYLAN  LABORATORIES INC. FOR USE AT ITS SPECIAL MEETING
WHEN  AND  IF  THEY  BECOME  AVAILABLE   BECAUSE  THEY  WILL  CONTAIN  IMPORTANT
INFORMATION.  WHEN COMPLETED,  A DEFINITIVE  PROXY STATEMENT AND A FORM OF PROXY
WILL BE MAILED TO STOCKHOLDERS OF MYLAN  LABORATORIES INC. AND WILL BE AVAILABLE
AT  NO  CHARGE  AT  THE   SECURITIES  AND  EXCHANGE   COMMISSION'S   WEBSITE  AT
HTTP://WWW.SEC.GOV.   INFORMATION  RELATING  TO  THE  PARTICIPANTS  IN  A  PROXY
SOLICITATION  IS  CONTAINED  IN THE  SCHEDULE  14A  FILED BY MR.  ICAHN  AND HIS
AFFILIATES WITH THE SECURITIES AND EXCHANGE  COMMISSION ON OCTOBER 14, 2004 WITH
RESPECT TO MYLAN  LABORATORIES INC. THAT SCHEDULE 14A IS CURRENTLY  AVAILABLE AT
NO CHARGE ON THE SECURITIES AND EXCHANGE COMMISSION'S WEBSITE.