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<FILENAME>ex2pt3.txt

<DESCRIPTION>EXHIBIT 2.3 - CONFIDENTIALITY AGREEMENT

<TEXT>









                                 EON LABS, INC.

                               1999 Marcus Avenue

                             Lake Success, NY 11042







                                                               February 11, 2005



Novartis Corporation

608 Fifth Avenue

New York, NY 10020





                            CONFIDENTIALITY AGREEMENT



Ladies and Gentlemen:



          In order to allow you to evaluate a possible negotiated (except as

permitted by this letter agreement) transaction (the "PROPOSED TRANSACTION")

with Eon Labs, Inc. (the "COMPANY"), you have requested, following your

execution and delivery to us of this letter agreement, certain information about

the properties, employees, finances, businesses and operations of the Company.

All information about the Company and its subsidiaries, whether oral, written or

electronic, furnished by us or our Representatives (as defined below), whether

furnished before or after the date hereof, is referred to in this letter

agreement as "EVALUATION MATERIAL". Evaluation Material also includes all notes,

analyses, compilations, studies, interpretations or other documents prepared by

or for you or your Representatives which contain, reflect or are based upon, in

whole or in part, the information furnished to you or your Representatives

pursuant hereto. Evaluation Material does not include, however, information

which (a) is or becomes publicly available other than as a result of a

disclosure by you or your Representatives in violation of this letter agreement,

(b) was available to you on a nonconfidential basis prior to its disclosure by

us or our Representatives, (c) becomes available to you on a nonconfidential

basis from a person (other than us or our Representatives) who to your knowledge

after inquiry is not prohibited from disclosing such information to you by a

legal, contractual or fiduciary obligation to us, or (d) was independently

developed by you without your reference to the Evaluation Material. As used in

this letter agreement, the term "REPRESENTATIVE" means, as to any person, such

person's affiliates and its and its affiliates' directors, officers, employees,

agents, advisors (including, without limitation, financial advisors, counsel and

accountants) and other representatives and financing sources. As used in this

letter agreement, the term "PERSON" shall be broadly interpreted to include,

without limitation, any corporation, company, partnership or other legal or

business entity or any individual. As used in this letter agreement, "LAW" means

any applicable law, regulation (including, without limitation, any rule or

regulation of any organized securities exchange, market or automated quotation

system on which any of a person's securities are listed or quoted) or valid

legal process.



          Subject to the immediately succeeding paragraph, unless otherwise

agreed in writing by us, (a) you agree, except as required by Law in connection

with a tender offer





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permitted by this letter agreement, to keep confidential and not to disclose or

reveal, directly or indirectly, any Evaluation Material to any person other than

those of your Representatives (i) who are actively and directly participating in

your evaluation of the Proposed Transaction or who otherwise need to know the

Evaluation Material for the purpose of evaluating the Proposed Transaction and

(ii) whom you will cause to observe the terms of this letter agreement, (b) you

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