THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Alpharma Inc. (ALO)

4/27/2006 Proxy Information

Mr. Sissener is Chairman of the Board of A. L. Industrier. Together with certain family-controlled private holding companies and certain of his relatives, Mr. Sissener beneficially owns approximately 54% of A. L. IndustrierÕs outstanding ordinary shares entitled to vote and, accordingly, may be deemed a controlling person of A. L. Industrier.

A. L. Industrier and Alpharma AS, one of the CompanyÕs Norwegian subsidiaries, are parties to two leases pursuant to which A. L. Industrier leases to Alpharma AS the land and facility in Oslo, Norway where Alpharma ASÕ principal administrative offices and fermentation plant for its bulk antibiotics are located, and adjoining land for a parking facility for employees. Both leases have terms ending in 2014. The terms are renewable, at the option of Alpharma AS, for up to four additional consecutive five year terms. Basic rent during the initial terms are $1.00 per year under the office and plant lease and NOK 2,400,000 (approximately $372,000) per year under the parking facility lease and, during any renewal term thereafter, basic rent under the office and plant lease will be the then prevailing fair rental value of the premises and basic rent for the parking facility will remain at NOK 2,400,000. In addition to basic rent, Alpharma AS pays documented expenses of ownership and operation of such facilities, such as taxes and maintenance expenses. Alpharma AS has the right to terminate the office and plant lease at any time during its term upon twelve monthsÕ written notice to A. L. Industrier and the parking facility lease at any time during its term upon twenty-four monthsÕ written notice to A. L. Industrier. These leases were entered into on an armÕs length basis, and on terms as favorable as could have been obtained from unrelated third parties.

During 2005, Alpharma AS was a party to an administrative services agreement with A. L. Industrier, effective January 1, 2005, pursuant to which A. L. Industrier paid to Alpharma AS a fixed yearly fee of NOK 400,000, or approximately $60,000, for certain, limited, administrative services. The parties have extended the term of this agreement to June 30, 2006, during which A. L. Industrier will pay to Alpharma AS an additional NOK 200,000, or approximately $30,000, in six equal monthly installments. The administrative service agreement described above was made on an armÕs length basis, and is on terms as favorable as could have been obtained from unrelated third parties.

Substantially all transactions with A. L. Industrier are subject to review by, and in some circumstances prior approval of, the CompanyÕs Audit and Corporate Governance Committee. (See ÒBoard of Directors and Committees Ñ Committees of the BoardÓ above.)

Certain Other Relationships and Transactions

Mr. Sissener, who as of June 30, 1999, ceased acting as President and CEO of the Company and as of March 31, 2006, ceased acting as Chairman of the Board, is party to an agreement with the Company, effective July 1, 1999, as amended March 23, 2004, pursuant to which he received an annual fee of $200,000 for serving as Chairman of the Board (and director of certain of the CompanyÕs subsidiaries) during 2005. Mr. Sissener receives fringe benefits similar to those received by executive officers of the Company, in the form of an automobile allowance, telephone and travel reimbursements, and tax and financial planning and tax preparation reimbursements. In addition, the Company provides Mr. Sissener with a monthly allowance intended to cover the cost of certain living expenses he incurs while working out of the CompanyÕs Fort Lee, New Jersey offices. Mr. Sissener has agreed to provide consulting services to the CompanyÕs management for a ten year term commencing July 1, 1999 for an initial rate of $12,000 per month (in addition to the payment of reasonable expenses incurred in connection with the performance of such consulting services, as described above). The consulting fee rate is adjusted annually for inflation and is currently $12,390 per month. In addition to the amounts described above, Mr. Sissener is entitled to all benefits available under applicable plans and policies in Norway arising from retirement from employment by Alpharma AS and is entitled to receive from Alpharma AS an amount which, when added to amounts he is entitled to receive under Norwegian Social Security, Alpharma ASÕs pension plan and his individual retirement benefits, equals NOK 900,000 (approximately $140,000). The current annual retirement benefit that Mr. Sissener is receiving directly from the Company is NOK 432,544 (approximately $67,000).

Mr. HessÕ professional corporation is a partner of Kirkland & Ellis LLP, a law firm that, since 1978, has performed and continues to perform significant legal services for the Company. In addition, Mr. Hess received, in January 2005, a distribution from the CompanyÕs Amended and Restated Deferred Compensation Plan, dated October 14, 1994, in an amount of approximately $215,000. This distribution represented previous yearsÕ payments of directorsÕ cash compensation to Mr. Hess that he had deferred pursuant to the plan. Together with additional distributions from the plan in similar amounts in January 2002, 2003 and 2004, this distribution represented a total distribution under the plan.

Ms. Walters received, in January 2005, a distribution from the CompanyÕs Deferred Compensation Plan in an amount of approximately $110,000. This distribution represented a total distribution of previous yearsÕ payments of directorsÕ compensation deferred pursuant to the plan.

5/20/2005 Proxy Information

Mr. Sissener is Chairman of the Board of A. L. Industrier ASA, commonly known as A. L. Industrier. Together with certain family-controlled private holding companies and certain of his relatives, Mr. Sissener beneficially owns approximately 52% of A. L. IndustrierÕs outstanding ordinary shares entitled to vote and, accordingly, may be deemed a controlling person of A. L. Industrier.

A. L. Industrier and Alpharma AS, one of the CompanyÕs Norwegian subsidiaries, are parties to two leases pursuant to which A. L. Industrier leases to Alpharma AS the land and facility in Oslo, Norway where Alpharma ASÕ principal administrative offices and fermentation plant for its bulk antibiotics are located, and adjoining land for a parking facility for employees. Both leases have terms ending in 2014. The terms are renewable, at the option of Alpharma AS, for up to four additional consecutive five year terms. Basic rent during the initial terms are $1.00 per year under the office and plant lease and NOK 2,400,000 (approximately $379,000) per year under the parking facility lease and, during any renewal term thereafter, basic rent under the office and plant lease will be the then prevailing fair rental value of the premises and basic rent for the parking facility will remain at NOK 2,400,000. In addition to basic rent, Alpharma AS pays documented expenses of ownership and operation of such facilities, such as taxes and maintenance expenses. Alpharma AS has the right to terminate the office and plant lease at any time during its term upon twelve monthsÕ written notice to A. L. Industrier and the parking facility lease at any time during its term upon twenty-four monthsÕ written notice to A. L. Industrier. These leases were entered into on an armÕs length basis, and on terms as favorable as could have been obtained from unrelated third parties.

During 2004, Alpharma AS was a party to an administrative services agreement with A. L. Industrier, dated January 1, 2004, pursuant to which Alpharma AS provided certain administrative services to A. L. Industrier, at a fixed yearly fee of NOK 1,000,000, or approximately $158,000. This agreement was superseded by a new administrative services agreement, effective as of January 1, 2005. Under this new agreement, A. L. Industrier shall pay Alpharma AS a fixed yearly fee of NOK 400,000, or approximately $63,000, for certain, limited, administrative services. Both of the administrative service agreements described above were made on an armÕs length basis, and were/are on terms as favorable as could have been obtained from unrelated third parties.

Certain Other Relationships and Transactions

Mr. Einar W. Sissener, who as of June 30, 1999, ceased acting as President and Chief Executive Officer of the Company, is party to an agreement with the Company, effective July 1, 1999, as amended March 23, 2004, pursuant to which he receives an annual fee of $200,000 for serving as Chairman of the Board of Directors of the Company (and director of certain of the CompanyÕs subsidiaries). Mr. Sissener receives fringe benefits substantially equal to those received by executive officers of the Company, in the form of automobile allowances, telephone and travel reimbursements, and tax and financial planning and tax preparation reimbursements. In addition, the Company provides Mr. Sissener with a monthly allowance intended to cover the cost of certain living expenses he incurs while working out of the CompanyÕs Fort Lee, New Jersey offices. Mr. Sissener has agreed to provide consulting services to the CompanyÕs management for a ten year term for an initial rate of $12,000 per month (in addition to the payment of reasonable expenses incurred in connection with the performance of such consulting services, as described above). The consulting fee rate is adjusted annually for inflation and is currently $12,390 per month. In addition to the amounts described above, Mr. Sissener is entitled to all benefits available under applicable plans and policies in Norway arising from retirement from employment by Alpharma AS and is entitled to receive from Alpharma AS an amount which, when added to amounts he is entitled to receive under Norwegian Social Security, Alpharma ASÕs pension plan and his individual retirement benefits, equals NOK 900,000 (approximately $142,000). The current annual retirement benefit that Mr. Sissener is receiving directly from the Company is NOK 423,312 (approximately $67,000).

Mr. Glen E. HessÕ professional corporation is a partner of Kirkland & Ellis LLP, a law firm that, since 1978, has performed and continues to perform significant legal services for the Company. In addition, Mr. Hess received, in January 2004, a distribution from the CompanyÕs Amended and Restated Deferred Compensation Plan, dated October 14, 1994 (the ÒDeferred Compensation PlanÓ), in an amount of approximately $200,000. This distribution represented previous yearsÕ payments of directorsÕ cash compensation to Mr. Hess that he had deferred pursuant to the plan. Mr. Hess received an additional distribution from the plan in a similar amount in January 2005, representing a total distribution under the plan.

Mr. Peter G. Tombros received, in January 2004, a distribution from the CompanyÕs Deferred Compensation Plan in an amount of approximately $432,000. This distribution represented a total distribution of previous yearsÕ payments of directorsÕ cash compensation to Mr. Tombros that he had deferred pursuant to the plan.

Ms. Farah M. Walters received, in January 2005, a distribution from the CompanyÕs Deferred Compensation Plan in an amount of approximately $110,000. This distribution represented a total distribution of previous yearsÕ payments of directorsÕ compensation deferred pursuant to the plan.

4/20/2004 Proxy Information

COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION

During fiscal year 2003, Messrs. I. Roy Cohen (a former director of the Company until May 2003), Hess, Jacobs, Sissener and Tombros and Ms. Kanin-Lovers served on the Compensation Committee. Mr. Cohen is a former executive officer of the Company, having served as President and Chief Executive Officer from 1976 to January 1991 and as a member of the Office of the Chief Executive from July 1991 through June 1994. Mr. Hess' professional corporation is a partner of Kirkland & Ellis LLP, a law firm which, since 1978, has performed and continues to perform significant legal services for the Company. (See "Certain Relationships and Related Transactions" for further information). Mr. Sissener currently serves as Chairman of the Board of the Company and as a consultant to the Company and, from June 1994 to June 1999, was the Company's Chief Executive Officer. (See "Nominee for Class B Directors" and "Certain Relationships and Related Transactions" for further information). Each of Messrs. Cohen, Hess and Sissener resigned from the Compensation Committee in March 2003.

Mr. Sissener is Chairman of the Board of A. L. Industrier ASA, commonly known as A. L. Industrier. Together with certain family-controlled private holding companies and certain of his relatives, Mr. Sissener beneficially owns approximately 51% of A. L. Industrier's outstanding ordinary shares entitled to vote and, accordingly, may be deemed a controlling person of A. L. Industrier.

In January 2003, pursuant to a sale agreement, the Company divested its vitamin business to Nopal AS, a subsidiary of A. L. Industrier ("Nopal"), for a purchase price of NOK 23.0 million, or approximately $3.3 million. The Company also sold its inventory of finished, packaged vitamin products and bulk tablets to Nopal. In connection with this sale, the Company entered into two distribution agreements with Nopal pursuant to which Nopal will continue to sell the Company's medical plaster and tape products to the grocery sector and the Company will sell Nopal's acquired vitamin products to the pharmacy and health care sectors as well as a supply agreement pursuant to which the Company will manufacture one, and package substantially all, of Nopal's vitamin products. A. L. Industrier sold its interest in Nopal on June 11, 2003. Prior to this sale, substantially pursuant to the contractual arrangements set forth above, the Company paid Nopal $9,000, and Nopal paid the Company $506,000. These transactions were made on an arm's length basis, on terms as favorable as could have been obtained from unrelated third parties, and received the required pre-approval of the Company's Audit and Corporate Governance Committee.

A. L. Industrier and Alpharma AS, one of the Company's Norwegian subsidiaries, are parties to two leases pursuant to which A. L. Industrier leases to Alpharma AS the land and facility in Oslo, Norway where Alpharma AS' principal administrative offices and fermentation plant for its bulk antibiotics are located, and adjoining land for a parking facility for employees. Both leases have terms ending in 2014. The terms are renewable, at the option of Alpharma AS, for up to four additional consecutive five year terms. Basic rent during the initial terms are $1.00 per year under the office lease and NOK 2,400,000, approximately $340,000, per year under the parking facility lease and, during any renewal term thereafter, basic rent under the office lease will be the then prevailing fair rental value of the premises and basic rent for the parking facility will remain at NOK 2,400,000. In addition to basic rent, Alpharma AS pays documented expenses of ownership and operation of such facilities, such as taxes and maintenance expenses. Alpharma AS has the right to terminate the office lease at any time during its term upon twelve months' written notice to A. L. Industrier and the parking lease at any time during its term upon twenty-four months' written notice to A. L. Industrier. These leases were entered into on an arm's length basis, and on terms as favorable as could have been obtained from unrelated third parties.

Alpharma AS is a party to an administrative services agreement with A. L. Industrier, dated October 3, 1994, pursuant to which Alpharma AS provided certain administrative services to A. L. Industrier. Such services were provided on a full cost basis, except that such full cost basis billing failed to meet a prescribed minimum level and therefore A. L. Industrier paid Alpharma AS a minimum fee for services rendered during calendar year 2003 equal to NOK 3,000,000, or approximately $423,000. This agreement expired in January 1997 and has been automatically extended for successive one year terms. It is expected that this agreement will be superceded by a new administrative services agreement, effective as of January 1, 2004. Under this new agreement, A. L. Industrier shall pay Alpharma a fixed yearly fee of NOK 1,000,000, or approximately $146,000, for certain, more limited, administrative services. Both of the administrative service agreements described above were/shall be made on an arm's length basis, and were/are on terms as favorable as could have been obtained from unrelated third parties.

All transactions with A. L. Industrier are subject to review by, and in some circumstances prior approval of, the Company's Audit and Corporate Governance Committee. (See "Board of Directors and Committees -- Committees of the Board" above.)

CERTAIN OTHER TRANSACTIONS AND RELATIONSHIPS

Mr. Einar W. Sissener, who as of June 30, 1999, ceased acting as President and Chief Executive Officer of the Company, is party to an agreement with the Company, effective July 1, 1999, pursuant to which he receives an annual fee of $150,000 for serving as Chairman of the Board of Directors of the Company (and director of certain of the Company's subsidiaries). This annual fee was increased to $200,000 in March 2004 by action of the Company's Board. Mr. Sissener is reimbursed for expenses while in the New York metropolitan area and receives other fringe benefits substantially equal to those received by executive officers of the Company, in the form of automobile reimbursements and tax and financial planning and tax preparation reimbursements. In addition, Mr. Sissener has agreed to provide consulting services to the Company's management for a ten year term for $12,000 per month plus payment of reasonable expenses incurred in connection with the performance of such consulting services. The consulting fee is adjusted annually for inflation. In addition to the amounts described above, Mr. Sissener is entitled to all benefits available under applicable plans and policies in Norway arising from retirement from employment by Alpharma AS and is entitled to receive from Alpharma AS an amount which, when added to amounts he is entitled to receive under Norwegian Social Security, Alpharma AS's pension plan and his individual retirement benefits, equals 900,000 NOK (approximately $132,000). Such latter amount is estimated at 344,000 NOK (approximately $50,000).

Mr. I. Roy Cohen, who as of January 15, 1991 retired as President and Chief Executive Officer of the Company and who served as a director of the Company from 1975 to May 2003, receives from the Company an honorarium in the amount of $12,500 per year, payable on December 1(st) of each year from December 2003 through December 2007.

Mr. Glen E. Hess' professional corporation is a partner of Kirkland & Ellis, a law firm that, since 1978, has performed and continues to perform significant legal services for the Company. In addition, Mr. Hess received, in 2003, a distribution from the Company's Amended and Restated Deferred Compensation Plan, dated October 14, 1994 (the "Deferred Compensation Plan"), in an amount of approximately $200,000. This distribution represented previous years' payments of directors' cash compensation to Mr. Hess that he had deferred pursuant to the plan. Mr. Hess shall receive additional distributions from the plan in similar amounts in 2004 and 2005.

Mr. Peter G. Tombros received, in January 2004, a distribution from the Company's Deferred Compensation Plan in an amount of approximately $432,000. This distribution represented a total distribution of previous years' payments of directors' cash compensation to Mr. Tombros that he had deferred pursuant to the plan.

Mr. Robert Thong is Managing Director of Phizz Rx Limited, a management consulting company located in the United Kingdom. In April and May of 2003, the Company paid consulting fees and reimbursed expenses of $79,200 to Phizz Rx Limited for management and strategy development process consulting services.

4/15/2003 Proxy Information

Mr. Sissener is Chairman of the Board of A.L. Industrier AS, commonly known as A.L. Industrier. Together with certain family-controlled private holding companies and certain of his relatives, Mr. Sissener beneficially owns approximately 51% of A.L. Industrier's outstanding ordinary shares entitled to vote and, accordingly, may be deemed a controlling person of A.L. Industrier.

Mr. Einar W. Sissener, who as of June 30, 1999, ceased acting as President and Chief Executive Officer of the Company, is party to an agreement with the Company, effective July 1, 1999, pursuant to which Mr. Sissener receives an annual fee of $150,000 for serving as Chairman of the Board of Directors of the Company (and director of certain of the Company's subsidiaries). Mr. Sissener is reimbursed for expenses while in the New York metropolitan area and receives other fringe benefits substantially equal to those received by executive officers of the Company. In addition, Mr. Sissener has agreed to provide consulting services to the Company's management for a ten year term for $12,000 per month plus payment of reasonable expenses incurred in connection with performance of such consulting services. The consulting fee is adjusted annually for inflation. In addition to the amounts described above, Mr. Sissener is entitled to all benefitsavailable under applicable plans and policies in Norway arising from retirement from employment by Alpharma AS and is entitled to receive from Alpharma AS an amount which, when added to amounts he is entitled to receive under Norwegian Social Security, Alpharma AS's pension plan and his individual retirement benefits, equals 900,000 NOK (approximately $114,000). Such latter amount is estimated at 344,000 NOK (approximately $44,000).

Mr. I. Roy Cohen, who as of January 15, 1991 retired as President and Chief Executive Officer of the Company and who served as a Director of the Company since 1975, shall receive from the Company an honorarium in the amount of $12,500 per year for up to five years. This honorarium was approved by the Company's Compensation Committee in March 2003, and shall be paid to Mr. Cohen on December 1(st) of each year following Mr. Cohen's retirement from the Board of Directors in May 2003.

Mr. Glen E. Hess' professional corporation is a partner of Kirkland & Ellis, a law firm that, since 1978, has performed and continues to perform significant legal services for the Company. In addition, Mr. Hess received, in 2002, a distribution from the Company's Amended and Restated Deferred Compensation Plan, dated October 14, 1994, in an amount of approximately $189,000. This distribution represented previous years' payments of directors' cash compensation to Mr. Hess that he had deferred pursuant to the plan. Mr. Hess shall receive additional distributions from the plan in similar amounts in 2003, 2004 and 2005.