CVS Caremark Corporation (CVS)

5 YEAR CREDIT AGREEMENT

AS EVIDENCE of the agreement by the parties hereto to the terms and conditions herein contained, each such party has caused this Five Year Credit Agreement to be executed on its behalf.

2006 FIVE YEAR CREDIT AGREEMENT

5 YEARS CREDIT AGREEMENT

AS EVIDENCE of the agreement by the parties hereto to the terms and conditions herein contained, each such party has caused this Five Year Credit Agreement to be executed on its behalf.

2005 FIVE YEAR CREDIT AGREEMENT

EXHIBIT A

LIST OF COMMITMENTS

2005 FIVE YEAR CREDIT AGREEMENT

EXHIBIT B

FORM OF NOTE

June 3, 2005

New York, New York

FOR VALUE RECEIVED, the undersigned, CVS CORPORATION, a Delaware corporation (the “Borrower”), hereby promises to pay to the order of                                                       (the “Lender”) the outstanding principal balance of the Lender’s Loans, together with interest thereon, at the rate or rates, in the amounts and at the time or times set forth in the Five Year Credit Agreement (as the same may be amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), dated as of June 3, 2005, by and among the Borrower, the Lenders party thereto, the co-syndication agents named therein, the documentation agent named therein, and The Bank of New York, as administrative agent (in such capacity, the “Administrative Agent”), in each case at the office of the Administrative Agent located at One Wall Street, New York, New York, or at such other place as the Administrative Agent may specify from time to time, in lawful money of the United States of America in immediately available funds.

Capitalized terms used herein that are not otherwise defined herein shall have the respective meanings ascribed thereto in the Credit Agreement.

The Loans evidenced by this Note are prepayable in the amounts, and on the dates, set forth in the Credit Agreement. This Note is one of the Notes under the Credit Agreement, and is subject to, and shall be construed in accordance with, the provisions thereof, and is entitled to the benefits set forth in the Loan Documents.

The Lender is hereby authorized to record on the schedule annexed hereto, and any continuation sheets which the Lender may attach thereto (a) the date and amount of each Revolving Credit Loan, Competitive Bid Loan and Swing Line Loan made by the Lender, (b) the Interest Period for each Revolving Credit Loan (Eurodollar Advance only), Competitive Bid Loan and Swing Line Loan made by the Lender, (c) the Type of each Revolving Credit Loan made by the Lender as one or more ABR Advances, one or more Eurodollar Advances, or a combination thereof, (d) the Eurodollar Rate applicable to each Revolving Credit Loan (Eurodollar Advance only), the Competitive Bid Rate applicable to each Competitive Bid Loan and the Negotiated Rate applicable to each Swing Line Loan made by the Lender and (d) the date and amount of each Conversion of each Revolving Credit Loan made by the Lender, and each payment or prepayment of principal of, each Loan made by the Lender. The failure to so record or any error in so recording shall not affect the obligation of the Borrower to repay the Loans, together with interest thereon, as provided in the Credit Agreement.

Except as specifically otherwise provided in the Credit Agreement, the Borrower hereby waives presentment, demand, notice of dishonor, protest, notice of protest and all other demands, protests and notices in connection with the execution, delivery, performance, collection and enforcement of this Note.