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Shareholders Approve Tyco's Acquisition of U.S. Surgical Corporation & New Healthcare Group Presiden

Hamilton, Bermuda, 1 October 1998 - Tyco International Ltd. (NYSE-TYC, LSE-TYI, BSX-TYC) (Tyco), announced today that U.S. surgical Corporation's (NYSE:USS) (USS) shareholders have overwhelming approved Tyco's acquisition of U.S. Surgical. The merger will be effective today.

U.S. surgical Corporation, with annual revenue of approximately $1.4 billion, develops manufactures and markets a line of surgical wound closure products and advanced surgical products to hospitals throughout the world. USS specializes in products that improve patient care and lower healthcare costs. Core products, including surgical staplers, sutures, disposable laparoscopic instrumentation and electro-surgical products account for approximately 90% of revenue.

"The fit of U.S. Surgical with our healthcare products group provides great opportunities for revenue growth and an immediate positive bottom-line impact," said L. Dennis Kozlowski, Tyco's Chairman and chief Executive Officer. "A straightened presence in the operating room supported by a broader array of disposable medical products and a focused international presence makes us a premier provider to hospitals and to alternate care sites."

Richard A. Gilleland, the former Chairman and Chief Executive Officer of the Kendall Company, a leading disposable medical products company acquired by Tyco in 1994, has been named President of the Tyco Healthcare Products Group, consisting of USS, The Kendall Company and Sherwood - Davis & Geek. This group will have annual revenue of approximately $4.5 billion. Mr. Gilleland, 54, will report to L. Dennis Kozlowski, Chairman and Chief Executive Officer of Tyco.

Leon C. Hirsch, the founder of U.S. surgical, has been appointed Non-Executive Chairman of Tyco Healthcare Products Group. He will be involved with identifying possible acquisitions and new market opportunities.

Mr. Kozlowski said, "Dick Gilleland is an extremely capable executive with a proven record of success managing major medical products companies. Add to that his high standing within the medical community and his intimate knowledge of Tyco and its operating philosophy, and we believe he is the ideal person to run this business.

"Leon Hirsch is a pioneer who has made major contributions to improving the quality and reducing the cost of health care. With his knowledge and expertise, he will be an excellent resource for Tyco as we scout new opportunities for growth in the medical products industry, " he added.

Pursuant to the merger agreement shareholder of USS will receive 0.7606 shares of Tyco for each share of USS. As a result, Tyco will issue a total of approximately 62 million shares. At the close of business on September 30, 1998, the price of Tyco was $55.25 per share.

Tyco International Ltd., a diversified manufacturing and service company, is the world's largest manufacturer and installer of fire protection systems, the largest provider of electronic security services, and has strong leadership positions in disposable medical products, packaging materials, flow control systems, electrical components, and undersea telecommunications systems. The company operates in more than 80 countries around the world and has expected annual revenues in excess of $13 billion.