CHITWOOD & HARLEY
MARTIN D. CHITWOOD
JOHN O'SHEA SULLIVAN
1230 Peachtree Street, N.E., Ste. 2900
Atlanta, GA 30309
Telephone:  404/873-3900

WOLF HALDENSTEIN ADLER
  FREEMAN & HERZ, LLP
FRANCIS M. GREGOREK (144785)
BETSY C. MANIFOLD (182450)
Symphony Towers
750 B Street, Suite 2770
San Diego, CA 92101
Telephone: 619/239-4599

Attorneys for Plaintiffs


                  UNITED STATES DISTRICT COURT

                 NORTHERN DISTRICT OF CALIFORNIA 

ANDREW ARONSON, on behalf of himself )   Case No. 99-CV-02020 JL
and all others similarly situated,   )
                                     )   CLASS ACTION
          Plaintiff,                 )
                                     )
v.                                   )
                                     )
McKESSON HBOC, INC., MARK A. PULIDO, )
and CHARLES W. McCALL,               )
                                     )   Date:  August 25, 1999
          Defendants.                )   Time:  9:30 a.m.
                                     )   Ctrm:  Magistrate Judge 
____________________________________ )   James Larson


        DECLARATION OF FRANCIS M. GREGOREK IN SUPPORT OF
 THE MOTION TO APPOINT THE KENTUCKY TEACHERS' RETIREMENT SYSTEM
         AS LEAD PLAINTIFF PURSUANT TO §21D(a)(3)(B) OF
                 THE SECURITIES EXCHANGE ACT OF
     1934 AND TO APPROVE LEAD PLAINTIFF'S CHOICE OF COUNSEL


     FRANCIS M. GREGOREK, being duly sworn, deposes and says:

     1.   I am a member of the law firm of Wolf Haldenstein Adler

Freeman & Herz LLP.  I respectfully submit this Declaration in

Support of the Motion of The Kentucky Teachers' Retirement System

For (i) Appointment as Lead Plaintiff; and (ii) Approval of Lead

Plaintiff's choice of Counsel.

     2.   Attached hereto are true and correct copies of the

following documents:

     A.   April 28, 1999 Notice of Pendency of Class Action Lawsuit
          against McKesson HBOC and certain of its officers and
          directors for violations of certain provisions of the
          federal securities laws for the class period April 14,
          1998 through April 27, 1999, inclusive.

     B.   Complaint in the Patel v. McKesson HBOC, Inc., et al.,
          Case No. 99-2561 MMC.

     C.   In re Diamond Multimedia Systems, Inc. Sec. Litig., No.
          96-2644-SDA, slip op. (N.D. Cal. Jan. 13, 1997).

     D.   In re Read-Rite Corp. Sec. Litig., No. C-97-20059-RMW,
          slip op. (N.D. Cal. May 23, 1997).

     E.   Malin v. IVAX Corp., et. al., No. 96-1843-CIV-Moreno,
          slip op. (S.D. Fla. Nov. 1, 1996).

     F.   Zuckerman v. Foxmeyer Health Corp., No. 3:96-CV-2258-T,
          slip op. (N.D. Tex. Mar. 28, 1997).

     G.   Chan v. Orthologic Corp., No. Civ. 96-1514 PHX RCB, slip
          op. (D. Ariz. Dec. 19, 1996).

     H.   Powers v. Eichen,Civ. No. 96-1431-B (AJB), Order (S.D.
          Cal. Nov. 15, 1996).

     I.   In re Ride Inc. Sec. Litig., No. 96-2644-SDA, slip op.
          (N.D. Calif. Jan. 13, 1997).

     I declare under penalty of perjury of that the foregoing is

true and correct. Executed this 28th day of June, 1999 in San

Diego, California.


                              ___________________________________
                            FRANCIS M. GREGOREK


MCKESSON\1334.GREGOREK AFFID



                 DECLARATION OF SERVICE BY MAIL

     I, the undersigned, declare:

     1.   That declarant is and was, at all times herein mentioned, 

a citizen of the United States and a resident of the County of San

Diego, over the age of 18 years, and not a party to or interested

in the within action; that declarant's business address is 750 B

Street, Suite 2770, San Diego, California 92101.

     2.   That on June 28, 1999, declarant served the DECLARATION

OF FRANCIS M. GREGOREK IN SUPPORT OF THE MOTION TO APPOINT THE

KENTUCKY TEACHERS' RETIREMENT SYSTEM AS LEAD PLAINTIFF PURSUANT TO

§21D(a)(3)(B) OF THE SECURITIES EXCHANGE ACT OF 1934 AND TO APPROVE

LEAD PLAINTIFF'S CHOICE OF COUNSEL in a sealed envelope with

postage thereon fully prepaid and addressed to the parties listed

on the attached Service List.

     3.   That there is regular communication by mail between the

place of mailing and the place so addressed.

     I declare under penalty of perjury that the foregoing is true

and correct.  Executed this 28TH day of June, 1999, at San Diego,

California.


                              ___________________________________
                                      CATHY L. GOLDSTEIN

Source: File to epost from Wolf Haldenstein Adler Freeman & Herz LLP