A.M. Best Takes Various Rating Actions on UnitedHealth Group Incorporated.

OLDWICK, N.J. -- A.M. Best Co. has downgraded the financial strength ratings (FSR) to A (Excellent) from A+ (Superior) and the issuer credit ratings (ICR) to "a+" from "aa-" for the following entities of UnitedHealth Group Incorporated (UnitedHealth) {Minnetonka, MN} [NYSE: UNH]: United HealthCare Insurance Company, United HealthCare Insurance Company of Illinois, United HealthCare Insurance Company of New York and United HealthCare Insurance Company of Ohio. Additionally, A.M. Best has downgraded the ICR and debt ratings of UnitedHealth. A.M. Best has also affirmed all the remaining FSRs and ICRs of UnitedHealth's other subsidiaries. The outlook for all ratings is negative. (See link below for a detailed list of the ratings.)

These rating actions reflect UnitedHealth's announcement on November 8, 2006 that the charge for the accounting of certain stock options will be significantly larger than originally expected and that the company has made additional management changes. While the amount of the charge is likely to be material for certain periods covered in the review, it is non-cash (excluding the tax impact) and not expected to impact equity or the company's debt/capital position (excluding the tax impact). However, several issues have arisen in light of the stock option investigation. The CEO-elect will assume his position by December 1, 2006, and the new CFO has recently assumed his new position. Due to the unknown amount of the charge, UnitedHealth has delayed filing its second and third quarter 10-Qs until the amount of the charge has been determined and reviewed with the Securities and Exchange Commission (SEC). As a result of the delayed filings, holders claiming to own 25% of the company's $850 million bond issuance have claimed the bond is in default. Currently the issue of default is with the United States District Court in Minnesota, and both parties are awaiting a decision. If the court decides that the bonds are in default and all appeals have been completed, UnitedHealth may have to repay the entire $850 million issuance. Separately, A.M. Best remains concerned that fines and legal issues could potentially have a material financial effect on the organization. Additional concerns by A.M. Best include the uncertainty from the management changes and the potential for further litigation, charges and fines.

Strong earnings and operating cash flows provide excellent debt service coverage. UnitedHealth has ample liquidity with a $7.5 billion credit facility available. Currently, no other bonds have received purported default notices, and UnitedHealth has received the necessary waivers for its credit facilities. Furthermore, UnitedHealth has the ability to repay the entire $850 million bond issuance, if necessary.

To date, all of UnitedHealth's operating segments have reported increasing operating income. UnitedHealth's historically good capital positionCoconsisting of significant retained earningsCoprovides a strong financial backing to the insurance companies and the health maintenance organizations (HMOs). A key strength of the organization derives from its well capitalized insurance companies and profitable unregulated businesses. Strong operating cash flows from these activities provide ample funds to support UnitedHealth's other insurance companies and HMOs.

The negative outlook will remain until the amount of the potential charge is determined and the majority of fines and litigation issues are resolved.

For a complete listing of UnitedHealth Group Incorporated's FSRs, ICRs and debt ratings, please visit www.ambest.com/press/111603unitedhealth.pdf.

A.M. Best Co., established in 1899, is the world's oldest and most authoritative insurance rating and information source. For more information, visit A.M. Best's Web site at www.ambest.com.