EXPRESS SCRIPTS, INC.

Unaudited Consolidated Statement of Operations
(in thousands, except per share data)

	Three months ended March 31,
	2003			2002
Revenues	$	3,223,981		$	2,551,022
Cost of revenues		3,014,368			2,376,365
Gross profit (1)		209,613			174,657
Selling, general and administrative (1)		101,786			96,387
Operating income		107,827			78,270
Other (expense) income :
Undistributed loss from joint venture		(1,539	)		(1,037	)
Interest income		868			1,060
Interest expense		(10,702	)		(8,128	)
		(11,373	)		(8,105	)
Income before income taxes		96,454			70,165
Provision for income taxes		36,805			26,196
Income before change in accounting principle		59,649			43,969
Cumulative effect of change in accounting principle,		(1,028	)		-
net of taxes
Net income	$	58,621		$	43,969
Basic earnings per share :
Before cumulative change in accounting principle	$	0.77			0.57
Cumulative effect of change in accounting principle		(0.01	)		-
Net income	$	0.76		$	0.57
Weighted average number of common shares
outstanding during the period - basic		77,547			77,686
Diluted earnings per share :
Before cumulative change in accounting principle	$	0.75		$	0.55
Cumulative effect of change in accounting principle		(0.01	)		-
Net income	$	0.74		$	0.55
Weighted average number of common shares
outstanding during the period - diluted		79,075			79,575
EBITDA (2)	$	120,990		$	106,423

See Notes to Unaudited Consolidated Statement of Operations

EXPRESS SCRIPTS, INC.

Notes to Unaudited Consolidated Statement of Operations
(in thousands)

General

During 2002, we early adopted EITF No. 02-16, “Accounting by a Reseller for Cash Consideration Received from a Vendor.” EITF 02-16 requires any consideration received from a vendor to be characterized as a reduction of cost of revenues. Therefore, revenues for the three months ended March 31, 2002 have been reduced by $198,048. Cost of revenues have been reduced by the same amount. These amounts represent the gross amount of rebates and administrative fees received from pharmaceutical manufacturers for collecting, processing and reporting drug utilization data, for monitoring formulary compliance, and for calculating and distributing rebates to those of our clients for whom our PBM services includes the claim processing function. Our client’s portion, a majority of such amounts, will continue to be classified as a reduction of revenues. Our consolidated gross profit was not impacted as a result of this adoption.

(1)   Includes depreciation and amortization expense of:

	3 months ended March 31,
	2003		2002
Gross profit	$	5,146	$	6,182
Selling, general and administrative	$	8,017	$	21,971

(2)   The following is a reconciliation of EBITDA to net cash provided by operating activities as the Company believes it is the most directly comparable measure calculated under Generally Accepted Accounting Principles:

	3 months ended March 31,
	2003			2002
Operating income	$	107,827		$	78,270
Depreciation and amortization		13,163			28,153	*
EBITDA		120,990			106,423
Current income taxes		(30,850	)		(22,121	)
Interest expense less amortization		(9,116	)		(6,579	)
Undistributed loss from joint venture		(1,539	)		(1,037	)
Other adjustments to reconcile net income
to net cash provided by operating activities		14,951			(51,887	)
Net cash provided by operating activities	$	94,436		$	24,799

* Includes additional depreciation of approximately $14,000 resulting from shortening estimated useful lives on certain assets associated with legacy information systems.

EBITDA is earnings before other income (expense), interest, taxes, depreciation and amortization, or operating income plus depreciation and amortization. EBITDA is presented because it is a widely accepted indicator of a company’s ability to service indebtedness and is frequently used to evaluate a company’s performance. EBITDA, however, should not be considered as an alternative to net income, as a measure of operating performance, as an alternative to cash flow, as a measure of liquidity or as a substitute for any other measure computed in accordance with accounting principles generally accepted in the United States. In addition, our definition and calculation of EBITDA may not be comparable to that used by other companies.

EXPRESS SCRIPTS, INC.

Unaudited Consolidated Balance Sheet
(in thousands)

	March 31, 2003		December 31, 2002
ASSETS
Current assets
Cash and cash equivalents	$	256,541	$	190,654
Receivables, net		1,020,219		988,544
Inventories		197,251		160,483
Other current assets		67,062		54,140
Total current assets		1,541,073		1,393,821
Property and equipment, net		170,011		168,973
Goodwill, net		1,379,489		1,378,436
Other intangible assets, net		247,506		251,111
Other assets		16,208		14,651
Total assets	$	3,354,287	$	3,206,992
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Claims and rebate payable	$	1,231,241	$	1,084,906
Other current liabilities		409,779		455,601
Current maturities of long term debt		0		3,250
Total current liabilities		1,641,020		1,543,757
Long-term debt		540,729		562,556
Other long-term liabilities		104,259		97,824
Total liabilities		2,286,008		2,204,137
Total stockholders' equity		1,068,279		1,002,855
Total liabilities and stockholders' equity	$	3,354,287	$	3,206,992

EXPRESS SCRIPTS, INC.

Unaudited Condensed Consolidated Statement of Cash Flows
(in thousands)

	3 months ended March 31,
	2003			2002
Cash flow from operating activities:
Net income	$	58,621		$	43,969
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization		13,163			28,153
Other		22,652			(47,323	)
Net cash provided by operating activities		94,436			24,799
Cash flows from investing and financing
activities:
Purchases of property and equipment		(9,195	)		(9,262	)
Acquisitions and joint venture		2,804			(32,934	)
Treasury stock acquired		-			(13,598	)
Repayment of long-term debt		(25,000	)		-
Other		2,842			11,964
Net cash used in investing and
financing activities		(28,549	)		(43,830	)
Net increase (decrease) in cash and
cash equivalents		65,887			(19,031	)
Cash and cash equivalents at beginning
of period		190,654			177,715
Cash and cash equivalents at end
of period	$	256,541		$	158,684