X0202 4 2005-07-28 1 0000874265 NEIGHBORCARE INC NCRX 0001133713 BLOEM JAMES H HUMANA INC., 500 W. MAIN STREET LOUISVILLE KY 40202 1 0 0 0 Common Stock 2005-07-28 4 D 0 6703 34.75 D 0 D Common Stock (right to buy) 12.99 2005-07-28 4 D 0 39134 34.75 D 2001-10-01 2011-10-01 Common Stock 39134 0 D Common Stock (right to buy) 10.73 2005-07-28 4 D 0 3913 34.75 D 2002-10-01 2012-10-01 Common Stock 3913 0 D Common Stock (right to buy) 15.47 2005-07-28 4 D 0 3913 34.75 D 2003-10-01 2013-10-01 Common Stock 3913 0 D Pursuant to an Agreement and Plan of Merger, dated as of July 6, 2005 (the "Merger Agreement"), among NeighborCare, Inc. ("NeighborCare"), Omnicare, Inc. ("Omnicare") and Nectarine Acquisition Corp. ("Purchaser"), on July 28, 2005, Purchaser accepted for purchase all of the issued and outstanding shares of common stock, par value $0.02 per share ("Shares") of NeighborCare tendered to it in connection with its previously announced tender offer (the "Offer") at a purchase price of $34.75 per Share in cash. Also on July 28, 2005, pursuant to the Merger Agreement, Purchaser was merged with and into NeighborCare (the "Merger"), as a result of which all of the Reporting Person's Shares were converted into the right to receive $34.75 per Share in cash. Pursuant to the Merger Agreement, as a result of the Merger, all options to purchase NeighborCare common stock outstanding immediately prior to the Merger were cancelled and Omnicare became obligated to pay to each former holder of any such cancelled options a cash amount equal to the product of (i) the excess, if any, of the $34.75 Merger Consideration over the exercise price per Share and (ii) the number of Shares of NeighborCare common stock covered by such holder's options, subject to applicable income and employment withholding taxes. /s/ John F. Gaither, Jr. on behalf of James H. Bloem by power of attorney 2005-08-01