X0303 4 2008-07-22 1 0000821616 BENTLEY PHARMACEUTICALS INC BNT 0001206508 LINDSAY RICHARD P 2 HOLLAND WAY EXETER NH 03833 0 1 0 0 VP and CFO Common Stock, $0.02 par value 2008-07-22 4 D 0 2250 14.8165 D 0 D Common Stock, $0.02 par value 2008-07-22 4 D 0 2846 14.8165 D 0 I Company-sponsored 401(k) Retirement Plan Option (Right to Buy) 11.0467 2008-07-22 4 D 0 16666 D 2007-09-11 2016-09-11 Common Stock, $0.02 par value 16666 0 D Option (Right to Buy) 10.9871 2008-07-22 4 D 0 16666 D 2008-05-23 2017-05-23 Common Stock, $0.02 par value 16666 0 D Option (Right to Buy) 11.0467 2008-07-22 4 D 0 33334 D 2008-07-22 2016-09-11 Common Stock, $0.02 par value 33334 0 D Option (Right to Buy) 10.9871 2008-07-22 4 D 0 33334 D 2008-07-22 2017-05-23 Common Stock, $0.02 par value 33334 0 D Restricted Stock Units 2008-07-22 4 D 0 6750 D 2008-07-22 Common Stock, $0.02 par value 6750 0 D Disposed of in connection with the merger of Beryllium Merger Corporation ("Acquisition Sub") with and into Bentley Pharmaceuticals, Inc. ("Bentley"), effective July 22, 2008 (the "Effective Time"), (the "Merger"), pursuant to the Agreement and Plan of Merger, dated as of March 31, 2008, by and among Bentley, Teva Pharmaceutical Industries, Ltd. and Acquisition Sub (the "Merger Agreement"). In connection with the Merger, each share of Common Stock listed in Table I was exchanged for the right to receive $14.8165, per share in cash. This option was cancelled in the Merger in exchange for a cash payment of $62,827.49, representing the difference between the exercise price of the option and the merger consideration per share ($14.8165) multiplied by the total number of shares of Common Stock underlying the option. This option was cancelled in the Merger in exchange for a cash payment of $63,820.78, representing the difference between the exercise price of the option and the merger consideration per share ($14.8165) multiplied by the total number of shares of Common Stock underlying the option. Pursuant to the terms of the Merger Agreement, all options, whether or not exercisable or vested at the Effective Time, became, as of the Effective Time fully vested and exercisable. This option was cancelled in the Merger in exchange for a cash payment of $125,662.51, representing the difference between the exercise price of the option and the merger consideration per share ($14.8165) multiplied by the total number of shares of Common Stock underlying the option. This option was cancelled in the Merger in exchange for a cash payment of $127,649.22, representing the difference between the exercise price of the option and the merger consideration per share ($14.8165) multiplied by the total number of shares of Common Stock underlying the option. In connection with the Merger, each Restricted Stock Unit was converted into the right to receive $14.8165 per share in cash. Restricted Stock Units were granted under the terms of the Company's Amended and Restated 2005 Equity and Incentive Plan. Pursuant to the terms of the Merger Agreement, all restricted stock units, whether or not vested at the Effective Time, became, as of the Effective Time fully vested. /s/ Richard P. Lindsay 2008-07-24