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February 24, 2006 1:32 p.m.
Teva Announces Exercise of Over-Allotment Option for Convertible Debentures

Jerusalem, Israel, February 24, 2006 - Teva Pharmaceutical Industries Limited (Nasdaq: TEVA) announced today that the underwriters of the recently completed public offerings of convertible debentures of Teva Pharmaceutical Finance Company B.V. ("Teva B.V.") and Teva Pharmaceutical Finance Company, LLC ("Teva LLC"), two special purpose finance subsidiaries, have exercised their option to purchase an additional $67.5 million aggregate principal amount of Teva B.V.'s 1.75% Convertible Senior Debentures due 2026 (for a total of $817.5 million) and an additional $75 million aggregate principal amount of Teva LLC's 0.25% Convertible Senior Debentures due 2026 (for a total of $575 million). Accordingly, a total of approximately $2.9 billion in debt securities, including $1.5 billion aggregate principal amount of senior notes, will have been issued. The debentures will be guaranteed by Teva. The closing of the over-allotment option is scheduled for March 1, 2006.

All of these securities are being offered pursuant to Teva's effective shelf registration statement, which was previously filed with the Securities and Exchange Commission and became effective on December 20, 2005. The offering of the 1.75% convertible senior debentures is being made by a group of underwriters led by Lehman Brothers Inc., Credit Suisse Securities (USA) LLC and Citigroup Global Markets Inc., and the offering of the 0.25% convertible senior debentures is being made by Lehman Brothers Inc., Credit Suisse Securities (USA) LLC and Bear, Stearns & Co. Inc. Offers and sales of the debentures may be made only by the related prospectus and prospectus supplements, which may be obtained from Lehman Brothers Inc., c/o ADP Financial Services, Prospectus Fulfillment, 1155 Long Island Avenue, Edgewood, NY 11717. Email: or Fax request to (631) 254-7268.

This announcement shall not constitute an offer to sell nor the solicitation of an offer to buy nor shall there be any sale of the above described securities in any state in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities law of any such state.

Teva Pharmaceutical Industries Ltd., headquartered in Israel, is among the top 20 pharmaceutical companies in the world and is the leading generic pharmaceutical company. The company develops, manufactures and markets generic and innovative human pharmaceuticals and active pharmaceutical ingredients, as well as animal health pharmaceutical products. Close to 90% of Teva`s sales are in North America and Europe.

Safe Harbor Statement under the U. S. Private Securities Litigation Reform Act of 1995: This release contains forward-looking statements, which express the current beliefs and expectations of management. Such statements are based on management's current beliefs and expectations and involve a number of known and unknown risks and uncertainties that could cause Teva's future results, performance or achievements to differ significantly from the results, performance or achievements expressed or implied by such forward-looking statements. Important factors that could cause or contribute to such differences include risks relating to Pfizer's claims regarding Teva's Azithromycin product, Teva's ability to rapidly integrate Ivax Corporation's operations and achieve expected synergies, Teva's ability to successfully develop and commercialize additional pharmaceutical products, the introduction of competitive generic products, the impact of competition from brand-name companies that sell or license their own generic products under generic trade dress and at generic prices (so called "authorized generics") or seek to delay the introduction of generic products, regulatory changes that may prevent Teva from exploiting exclusivity periods, potential liability for sales of generic products prior to a final court decision, including that relating to the generic versions of Allegra®, Neurontin®, Oxycontin® and Zithromax®, the effects of competition on Copaxone® sales, the impact of pharmaceutical industry regulation and pending legislation that could affect the pharmaceutical industry, the difficulty of predicting U.S. Food and Drug Administration, European Medicines Association and other regulatory authority approvals, the regulatory environment and changes in the health policies and structure of various countries, Teva's ability to successfully identify, consummate and integrate acquisitions, exposure to product liability claims, dependence on patent and other protections for innovative products, significant operations outside the United States that may be adversely affected by terrorism or major hostilities, fluctuations in currency, exchange and interest rates, operating results and other factors that are discussed in Teva's Annual Report on Form 20-F and its other filings with the U.S. Securities and Exchange Commission. Forward-looking statements speak only as of the date on which they are made and the Company undertakes no obligation to update publicly or revise any forward-looking statement, whether as a result of new information, future developments or otherwise.