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                                        Filed by Fisher Scientific International
               pursuant to Rule 425 under the Securities Act of 1933, as amended

                                       Subject Company: PSS World Medical Inc.


[FISHER SCIENTIFIC INTERNATIONAL INC. LOGO]    [PSS WORLD MEDICAL, INC. LOGO]

FISHER SCIENTIFIC CONTACTS                     PSS WORLD MEDICAL CONTACT
MEDIA:                                         INVESTORS:
Name: Gia Oei                                  Name: David A. Smith
Phone: (603) 929-2489                          Phone: 904-332-3334

INVESTORS:
Name: Robert J. Gagalis
Phone: (603) 929-2346

                FISHER SCIENTIFIC INTERNATIONAL, INC. TO ACQUIRE
                    PSS WORLD MEDICAL, INC. FOR $840 MILLION

        COMBINATION EXPANDS FISHER LEADERSHIP IN KEY HEALTHCARE MARKETS;
                PRO FORMA 2001 COMBINED REVENUE OF $4.8 BILLION;
                    ACCRETIVE TO EARNINGS / REDUCES LEVERAGE


HAMPTON, N.H. AND JACKSONVILLE, FLA., JUNE 22, 2000 -- Fisher Scientific
International Inc. (NYSE:FSH), the world leader serving science, and PSS World
Medical Inc. (NASDAQ: PSSI), a leading specialty marketer and distributor of
medical products, today announced that their boards of directors have approved a
definitive agreement for Fisher Scientific to acquire PSS World Medical in a
tax-free, stock-for-stock transaction. Under the terms of the agreement, 0.3121
of a share of Fisher common stock will be exchanged for each outstanding PSS
World Medical share. Based on Fisher's June 21, 2000 closing price of $38 per
share, the value of the transaction is approximately $840 million or $11.86 per
PSS share, a premium of 20% over PSS' closing price on the same day.

The acquisition of PSS World Medical represents an extension of Fisher's
long-term strategy of expanding into markets related to existing businesses. The
combined company will have leadership positions in both the scientific research
and healthcare market segments. Year 2001 projected results are estimated at
approximately $4.8 billion in revenue, $352 million of earnings before interest,
taxes, depreciation and amortization (EBITDA), and $1.75 of cash earnings per
share. The transaction, which will be accounted for as a purchase, is expected
to be accretive to earnings per share in the first year and reduce Fisher's
leverage from approximately 4.7x to 3.9x EBITDA.

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2 - Fisher Scientific to acquire PSS World Medical


"PSS World Medical brings leadership positions in key healthcare market segments
- -- physician offices, diagnostic imaging, and long-term care," said Paul M.
Montrone, chairman and chief executive officer of Fisher Scientific. "Together,
we will serve healthcare, scientific research and other markets totaling $67
billion spanning the globe, with opportunities to further expand our reach
overseas. PSS will add three important healthcare verticals to Alchematrix, our
industry leading e-commerce solution. We believe that Fisher Scientific's
expertise in operational and financial management will enhance PSS World
Medical's strengths in sales and marketing."

Patrick C. Kelly, chairman and chief executive officer of PSS World Medical,
added, "We are delighted to join forces with Fisher Scientific. Our shareholders
will be able to participate in the upside potential created by this strategic
combination. Our customers will see an enhanced range of products and services
and will have better access to Fisher Scientific's world-class technology.
Finally, employees will be part of a growing company that is well-positioned to
be the industry leader."

The companies expect to achieve pre-tax synergies of approximately $30 million
phased in during the next three years. Key areas for achieving these benefits
include leveraging the purchasing power, operational efficiencies and e-commerce
infrastructure of the combined companies and working capital improvements.
Following the close of the transaction, Mr. Kelly and Hugh Brown, an outside
member of PSS' board of directors, will join the Fisher board increasing the
total number of directors to 11.

The acquisition is subject to approval by regulatory agencies and both
companies' shareholders, and satisfaction of certain other conditions. A
majority of Fisher's shareholders, including affiliates of Thomas H. Lee
Company, have agreed to vote in favor of the transaction. Completion of the
transaction is anticipated to occur in the fourth quarter of 2000. Lazard Freres
& Co. LLC served as the financial advisor for Fisher Scientific, and Donaldson,
Lufkin & Jenrette Securities Corporation represented PSS World Medical.


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3 - Fisher Scientific to acquire PSS World Medical



As the world leader in serving science, Fisher Scientific (www.fishersci.com) is
the global source of laboratory supplies and equipment, e-commerce procurement
technology and related services for research, healthcare, science education and
occupational safety. Alchematrix (www.alchematrix.com), a business-to-business
e-commerce subsidiary of Fisher Scientific, incorporates all of the capabilities
and functionalities of fishersci.com, the world's largest and most comprehensive
virtual marketplace for buying scientific supplies.

PSS World Medical is a specialty marketer and distributor of medical products to
physicians, alternate-site imaging centers, long-term care providers and
hospitals through 110 service centers in all 50 states and five European
countries. Since its inception in 1983, PSS has become a leader in the three
market segments that it serves with a focused, market-specific approach to
sales, marketing and customer service.




WE URGE INVESTORS AND SECURITY HOLDERS TO READ THE FOLLOWING DOCUMENTS WHEN THEY
BECOME AVAILABLE REGARDING THE TRANSACTION DESCRIBED IN THIS COMMUNICATION,
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION:

     *    FISHER SCIENTIFIC'S JOINT PROXY STATEMENT / PROSPECTUS, INCLUDING ANY
          PRELIMINARY AND FINAL PROXY STATEMENT, REGISTRATION STATEMENT ON FORM
          S-4, ANY PRELIMINARY OR FINAL PROSPECTUS INCLUDED IN SUCH REGISTRATION
          STATEMENT, AND ANY PROXY STATEMENT SUPPLEMENT AND EXCHANGE OFFER
          MATERIAL; AND

     *    PSS WORLD MEDICAL'S PRELIMINARY PROXY STATEMENT, FINAL PROXY STATEMENT
          AND PROXY STATEMENT SUPPLEMENT.


THESE DOCUMENTS AND AMENDMENTS TO THESE DOCUMENTS HAVE BEEN OR WILL BE FILED
WITH THE SEC. WHEN THESE AND OTHER DOCUMENTS ARE FILED WITH THE SEC, THEY MAY BE
OBTAINED FOR FREE AT THE SEC'S WEB SITE AT WWW.SEC.GOV. YOU MAY ALSO OBTAIN FOR
FREE EACH OF THESE DOCUMENTS, WHEN AVAILABLE, FROM FISHER SCIENTIFIC OR PSS
WORLD MEDICAL BY DIRECTING YOUR REQUEST TO:

     FISHER SCIENTIFIC INTERNATIONAL INC.    PSS WORLD MEDICAL INC.
     ONE LIBERTY LANE                        4345 SOUTHPOINT BLVD.
     HAMPTON, NH  03842                      JACKSONVILLE, FL  32216
     ATTN: ROBERT J. GAGALIS                 ATTENTION: DAVID A. SMITH

THIS COMMUNICATION INCLUDES FORWARD-LOOKING STATEMENTS. FISHER SCIENTIFIC HAS
BASED THESE FORWARD-LOOKING STATEMENTS ON ITS CURRENT EXPECTATIONS AND
PROJECTIONS ABOUT FUTURE EVENTS. ALTHOUGH FISHER SCIENTIFIC BELIEVES THAT ITS
ASSUMPTIONS MADE IN CONNECTION WITH THE FORWARD-LOOKING STATEMENTS ARE
REASONABLE, NO ASSURANCES CAN BE GIVEN THAT ITS ASSUMPTIONS AND EXPECTATIONS
WILL PROVE TO HAVE BEEN CORRECT. THESE FORWARD-LOOKING STATEMENTS ARE SUBJECT TO
VARIOUS RISKS, UNCERTAINTIES AND ASSUMPTIONS. FISHER SCIENTIFIC UNDERTAKES NO
OBLIGATION TO PUBLICLY UPDATE OR REVISE ANY FORWARD-LOOKING STATEMENTS, WHETHER
AS A RESULT OF NEW INFORMATION, FUTURE EVENTS OR OTHERWISE. IN LIGHT OF THESE
RISKS, UNCERTAINTIES AND ASSUMPTIONS, THE FORWARD-LOOKING EVENTS DISCUSSED IN
THIS ANNOUNCEMENT MIGHT NOT OCCUR.

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4 - Fisher Scientific to acquire PSS World Medical



Note to Editors: Today's news release, along with other news about Fisher
Scientific and PSS World Medical, is available on the Internet at
http://www.fishersci.com and http://www.PSSWorldMedical.com.


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                         CONFERENCE CALL OF 6/22/00


Thank you for joining us for this call this morning.

This communication contains "forward-looking statements", which are based on
     current expectations and projections about future events. Although Fisher
     Scientific and PSS World Medical believe that the assumptions made in
     connection with the forward-looking statements are reasonable, no
     assurances can be given that the assumptions and expectations will prove to
     have been correct. These forward-looking statements are subject to various
     risks, uncertainties and assumptions.

Now let me introduce the individuals on the call from the companies' side.

     Paul Meister,     Vice Chairman and CFO of Fisher Scientific

     Bob Gagalis,      Vice President of Finance of Fisher Scientific

     Todd DuChene      Vice President, General Counsel and Secretary
                       of Fisher Scientific

     David Della Penta, President and COO of Fisher Scientific

     Patrick Kelly, Chairman and CEO of PSS World Medical

     Dave Smith, Executive Vice President and CFO of PSS World Medical

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We would like to begin by reviewing with you the structure of the transaction,
     then the strategic thinking behind the combination and finally the
     strengths of this new company. We will then open it up for questions.

We will not review the PSS earnings report in this call - that will take place
in a separate call with PSS management at 3:00pm today.

First, a few financial highlights - using proforma combined 2001 estimated
     figures. On that basis, revenues will be reported at $4.8 billion and
     EBITDA of $352 million. Our EBITDA margin will be 7.3 percent, and our
     leverage ratio measured on a debt-to-EBITDA multiple, will be 3.5x at the
     end of 2001.

The transaction is structured as a tax-free exchange of shares with each PSS
     share being exchanged for 0.3121 Fisher shares. Based on Fisher's closing
     price yesterday, the transaction will be valued at $840 million, or $11.86
     per PSS share, a 20-percent premium to the market.

Today, Fisher is owned principally by its management and an investor group who
     will continue their ownership, after the transaction. At that point, the
     public will own 35 percent of the company. I needn't point out that both
     the management and the investor group, consisting of the Thomas Lee
     Company, DLJ, Chase and Merrill Lynch, are strong
     shareholder-value-oriented investors.


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Your management team, with an 18-percent ownership has a long track record in
     running both this company and others over the past 25 years with, what we
     believe is an excellent record of creating shareholder value.

The transaction should close in the fourth quarter of this year and be
     immediately accretive, resulting in a cash EPS in 2001 estimated at $1.75
     per share and growing significantly thereafter. Our compound annual growth
     rate for cash EPS for the three years through 2003 will be in excess of 30
     percent.

To understand the context of this transaction, when we did our first Fisher
     IPO in 1991, this management team outlined three strategic goals for our
     company; goals which continue to this day.

First, to diversify into related markets. This element of our strategy resulted
     in a series of acquisitions and investments including, in 1995, our first
     major step into the healthcare business with the acquisition of CMS. The
     PSS transaction is a perfect next step in this strategy.

The second element of our strategy was to expand our technological leadership
     position. We have been engaged in what is now termed electronic commerce
     for over 30 years, mainly because it has been an integral part of our
     business.

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     We continue to invest heavily in this area with the most recent evidence
     being the formation of Alchematrix, our e-commerce subsidiary and the first
     mover in the scientific research arena - PSS brings additional technology
     to our electronic commerce initiatives.

The third and last strategic goal was to develop our international capabilities
     in markets, technology and product-sourcing and we have accomplished this
     through 12 transactions, which has given us a worldwide position today.

This simple strategy has yielded for our shareholders a 39-percent compounded
     annual return since our 1991 IPO, compared to a 17-percent return on the
     S&P 500 over the same 8 1/2-year period.

Now let's take a look at the combined company. Both Fisher and PSS are leaders
     in their respective markets. And although these markets are different, they
     are related by comparable products and common logistics and technology.

These markets, scientific research and healthcare, are both large and growing
     and the combination will provide incremental growth opportunities to both
     entities. These opportunities include:

     * expansion and cross-marketing of products;

     * capitalizing Fisher's global market position;


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     *    and leveraging our lead position in e-commerce.

In addition, although the value enhancement of this combination is not
principally related to cost savings, there are meaningful operational efficiency
and cost savings opportunities - which we estimate to be in the $30 million
range over the next three years.

The principal markets served by the combined company are:

     *    healthcare - in the form of medical supplies and equipment -a market
          estimated at $40 billion in the United States;

     *    and scientific research - in the form of consumables and
          instrumentation - with a worldwide market presently estimated at $20
          billion.

Looking at this relevant healthcare market, about 57 percent of this $40 billion
     market represents hospitals and independent labs, where Fisher has
     historically had a strong position. The diagnostic imaging division of PSS
     brings additional products to us for these acute care centers. PSS also has
     a leading position in two additional segments - physicians' offices, and
     long-term care.

Growth in the healthcare markets we serve has been in the range of 6 to 7
     percent per year over the past five years. I don't think we have to
     emphasize that market


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     will continue to grow, based on demographics alone and the aging
     population. In addition, the market has been spurred on by a proliferation
     of patient testing and by the trend toward outpatient services.

The combination of PSS and Fisher in the healthcare market, creates a company
     covering the vast majority of locations where healthcare supplies are
     consumed and represents on a current basis about $2.5 billion in revenues.

Moving on to the other portion of our business, scientific research, this will
     represent $1.7 billion on a current basis and is a market in which we have
     historically been the leader.

On a long-term basis, the scientific research market has been growing at a
     rate of about seven percent. It reflects the growth of scientific activity,
     which translates into R&D spending, and it has been extremely recession
     resistant.

In recent years, R&D spending has been growing at rates above the long-term
     trend, for example the pharmaceutical industry has averaged 12 percent per
     year in recent years. This has been driven by the rapid growth of
     biotechnology including human genome studies, which are obviously in their
     infancy.

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In addition, the emphasis on quality across all industrial segments has driven
     a growing business in testing -not only for improving and maintaining
     product quality, but also for environmental purposes, and in recent years
     for assuring the safety of our food and water supplies.

As our company approaches its 100th anniversary in 2002, this transaction once
     again reinforces our position as the world leader in serving science, a
     position that will be supported by:

*    our global brands - backed up by a sales and service force of over 4,000
     individuals;

*    our broad customer base in the hundreds of thousands

*    a global sourcing capability - including our own manufacturing facilities
     which produce proprietary Fisher-brand products

*    an unmatched offering of hundreds of thousands of products, 80 percent of
     which are recurring sales

*    a worldwide technology-based end-to-end logistics service

*    and finally, an e-commerce position as the first mover in the scientific
     research arena with domain expertise across multiple verticals

In summary, this transaction will be accretive in the first year. It is our
     belief that the combination of our market positions and company strengths
     should yield a

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     compound annual growth rate for the combined company in excess of 30
     percent for cash EPS for the three years through 2003.




WE URGE INVESTORS AND SECURITY HOLDERS TO READ THE FOLLOWING DOCUMENTS WHEN THEY
BECOME AVAILABLE REGARDING THE TRANSACTION DESCRIBED IN THIS COMMUNICATION,
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION:

     *    FISHER SCIENTIFIC'S JOINT PROXY STATEMENT / PROSPECTUS, INCLUDING ANY
          PRELIMINARY AND FINAL PROXY STATEMENT, REGISTRATION STATEMENT ON FORM
          S-4, ANY PRELIMINARY OR FINAL PROSPECTUS INCLUDED IN SUCH REGISTRATION
          STATEMENT, AND ANY PROXY STATEMENT SUPPLEMENT AND EXCHANGE OFFER
          MATERIAL; AND

     *    PSS WORLD MEDICAL'S PRELIMINARY PROXY STATEMENT, FINAL PROXY STATEMENT
          AND PROXY STATEMENT SUPPLEMENT.


THESE DOCUMENTS AND AMENDMENTS TO THESE DOCUMENTS HAVE BEEN OR WILL BE FILED
WITH THE SEC. WHEN THESE AND OTHER DOCUMENTS ARE FILED WITH THE SEC, THEY MAY BE
OBTAINED FOR FREE AT THE SEC'S WEB SITE AT WWW.SEC.GOV. YOU MAY ALSO OBTAIN FOR
FREE EACH OF THESE DOCUMENTS, WHEN AVAILABLE, FROM FISHER SCIENTIFIC OR PSS
WORLD MEDICAL BY DIRECTING YOUR REQUEST TO:

     FISHER SCIENTIFIC INTERNATIONAL INC.    PSS WORLD MEDICAL INC.
     ONE LIBERTY LANE                        4345 SOUTHPOINT BLVD.
     HAMPTON, NH  03842                      JACKSONVILLE, FL  32216
     ATTN: ROBERT J. GAGALIS                 ATTENTION: DAVID A. SMITH

THIS COMMUNICATION INCLUDES FORWARD-LOOKING STATEMENTS. FISHER SCIENTIFIC HAS
BASED THESE FORWARD-LOOKING STATEMENTS ON ITS CURRENT EXPECTATIONS AND
PROJECTIONS ABOUT FUTURE EVENTS. ALTHOUGH FISHER SCIENTIFIC BELIEVES THAT ITS
ASSUMPTIONS MADE IN CONNECTION WITH THE FORWARD-LOOKING STATEMENTS ARE
REASONABLE, NO ASSURANCES CAN BE GIVEN THAT ITS ASSUMPTIONS AND EXPECTATIONS
WILL PROVE TO HAVE BEEN CORRECT. THESE FORWARD-LOOKING STATEMENTS ARE SUBJECT TO
VARIOUS RISKS, UNCERTAINTIES AND ASSUMPTIONS. FISHER SCIENTIFIC UNDERTAKES NO
OBLIGATION TO PUBLICLY UPDATE OR REVISE ANY FORWARD-LOOKING STATEMENTS, WHETHER
AS A RESULT OF NEW INFORMATION, FUTURE EVENTS OR OTHERWISE. IN LIGHT OF THESE
RISKS, UNCERTAINTIES AND ASSUMPTIONS, THE FORWARD-LOOKING EVENTS DISCUSSED IN
THIS ANNOUNCEMENT MIGHT NOT OCCUR.



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