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Ubs Global Asset Management Americas

Filed: 12 Oct 04, 8:00pm
             U.S. SECURITIES AND EXCHANGE COMMISSION
                      Washington, DC 20549

                  NOTICE OF EXEMPT SOLICITATION

1.     Name of the Registrant:

       Mylan Laboratories Inc.

2.     Name of person relying on exemption:

       UBS Global Asset Management (Americas) Inc.

3.     Address of person relying on exemption:

       UBS Tower
       One North Wacker Drive
       Chicago, Illinois 60606

4.     Written materials.  The following written materials are
       attached:

       Exhibit 1:  Letter, dated October 12, 2004, from John C.
          Leonard, Head of North American Equity Securities for
          UBS Global Asset Management (Americas) Inc., to Milan
          Puskar, Chairman of the Board of Directors of Mylan
          Laboratories Inc.

Exhibit 1

   [Letterhead for UBS Global Asset Management (Americas) Inc.]

October 12, 2004
Via Federal Express

Mr. Milan Puskar
Chairman of the Board of Directors
Mylan Laboratories, Inc.
1500 Corporate Drive
Canonsburg, PA 15317

Mr. Puskar:

We  are writing to you as representatives of our clients on whose
behalf  we have purchased shares of Mylan common stock.  We  wish
to inform you of our concerns stemming from Management's proposed
issuance   of  Mylan  common  stock  to  shareholders   of   King
Pharmaceuticals,   Incorporated,   pursuant   to    the    merger
contemplated by the Agreement and Plan of Merger, dated July  23,
2004.   We  believe the proposed King acquisition  on  the  terms
announced  not only is dilutive of long term economic  value  for
Mylan   shareholders,  but  also  raises  the  potential  for   a
suboptimal execution on the Nebivolol launch, due both to a  lack
of  clinical/commercial resources from the combined entity and an
unprecedented level of integration distractions.

Mylan management stated in its introductory comments on the  July
26th conference call announcing this proposed transaction,  "King
gives us an attractive brand portfolio that, when leveraged  with
Mylan's  capabilities,  will diversify our  revenue  stream.   We
believe  that this combination creates a greater growth potential
and reduced risk for our shareholders through a better balance of
our businesses."  We disagree with management's statement for the
following reasons:

1).  This  proposed transaction appears highly dilutive to  Mylan
Shareholders.   Our own internal financial models  indicate  that
this transaction would prove highly dilutive to GAAP Earnings per
Share  in  the  out  years  of our five  year  modeling  horizon,
irrespective of any short term NON GAAP earnings accretion  which
may occur.

The Mylan and King Management teams' own forecasts correlate with
our  own  projections.  Goldman Sachs, in developing  a  fairness
opinion  of  this  proposed  transaction,  and  relying  upon   a
Discounted  Cash  Flow analysis "using the  King  forecasts,  the
Mylan  forecasts  and  estimates  of  the  cost  and  operational
synergies  prepared  by  the managements  of  King  and  Mylan"1,
calculated  the  following ranges of implied present  values  per
share  for  King  ($8.55-$11.80), Mylan  ($19.40-29.07)  and  the
Proforma Combined Company ($15.23-$22.51), respectively.

2).    We   remain  convinced  that  Mylan  Management's   stated
expectation for a re-valuation of its common shares by  investors
under a metric of "Proforma" earnings is ill-founded and unlikely
to occur.  As we've shared this concern with Mr. Coury at both of
our recent meetings, we base this conclusion upon our examination
of     other    significant    dilutive    mergers     in     the
pharmaceutical/biotech industry over the past several years.   We
continue  to  believe  that  investors  will  refuse  to   reward
pharmaceutical  companies  seeking  to  downplay   the   relative
importance  of "non-cash" intangible amortization, for  as  these
assets expire over time, they have a deleterious cash implication
for  the  business going forward.  More specific to Mylan,  given
the following considerations:

  -  The  extraordinary magnitude of the intangibles ($2.214B)
     from the projected allocation of the proposed purchase price
     ($3.729B);

  -  The rapidly approaching exclusivity losses in the King
     product portfolio; and

  -  The lack of any meaningful King new product pipeline to help
     offset these impending and material losses in revenues and
     profit.

We  have  little  confidence that investors will  now  choose  to
ignore  this  dilution, given historical precedents and  commonly
applied valuation methodologies.

3).   The King transaction's primary purported strategic benefit,
namely  a  "pay as you go" launch strategy for Mylan's Nebivolol,
appears  questionable  at present.  We  have  conducted  what  we
believe  to be extensive scientific and commercial due  diligence
on  Nebivolol these past 15 months, and assuming proper  clinical
development  programs and commercial execution, we share  in  Mr.
Coury's  enthusiasm  for  the  clinical  profile  and  commercial
prospects  for  Nebivolol. However, as a historical  acquirer  of
third  party  branded  pharmaceutical products,  King  lacks  any
clinical development capabilities in either field (heart  failure
or  osteoporosis) for which Nebivolol has  potential  incremental
clinical utility.  Moreover, last month's lawsuit filed by  Wyeth
against  King  gives  us a great deal of concern  that  the  King
cardiovascular sales force may prove incapable of  launching  and
promoting   Nebivolol  with  the  required  levels  of   manpower
necessary   for  success  in  the  highly  competitive   domestic
cardiovascular marketplace.

4).   Finally,  the integration and management distractions  from
this   proposed  transaction  appear  extremely  onerous.   These
distractions  seem to us an unnecessary burden,  particularly  as
Mylan management appears highly focused on their core generic and
branded business opportunities.

Accordingly,  we do not believe that the proposed acquisition  of
King  is  in the best interests of our clients.  We would welcome
an  opportunity to discuss our stance in this regard with you  or
other members of the Mylan Board of Directors.

Sincerely,

/s/  John C. Leonard
John C. Leonard, CFA
Head of North American Equities
UBS Global Asset Management

CC:
Board  of  Directors  of Mylan Laboratories  Inc.  c/o  Roger  L.
Foster, Senior Vice President, General Counsel & Secretary
Chris Young, ISS
Carl Icahn, Icahn & Company
Blake Grossman, Barclay's Global Investors
Alan Brown, State Street Global Advisors
Gus Sauter, The Vanguard Group, Inc.
Kevin Ferguson, Lord, Abbett & Company
James Terrile, Capital Research & Management Company
Lori Bertner, Putnam Investment Management, Inc.
Andrew C. Stevens, Artisan Partners L.P.

_______________________________
1 Discounted Cash Flow Analysis, pp. 48-49, Form S-4, Mylan
Laboratories Inc, September 03, 2004