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WellPoint Reports 2004 Second Quarter Earnings of $1.86 Per Diluted Share.


THOUSAND OAKS Thousand Oaks, residential city (1990 pop. 104,352), Ventura co., S Calif., in a farm area; inc. 1964. Avocados, citrus, vegetables, strawberries, and nursery products are grown. , Calif. -- WellPoint Noun 1. wellpoint - a perforated tube driven into the ground to collect water from the surrounding area
well point

tube, tubing - conduit consisting of a long hollow object (usually cylindrical) used to hold and conduct objects or liquids or gases
 Health Networks Inc. (NYSE NYSE

See: New York Stock Exchange
:WLP WLP WebLogic Portal (Bea Systems)
WLP Wafer Level Packaging
WLP Women's Learning Partnership (Bethesda, MD)
WLP Workplace Learning & Performance
WLP World Library Partnership, Inc.
), the nation's second largest health insurer An individual or company who, through a contractual agreement, undertakes to compensate specified losses, liability, or damages incurred by another individual.

An insurer is frequently an insurance company and is also known as an underwriter.
, today announced that net income for the quarter ended June June: see month.  30, 2004 was $299.9 million, or $1.86 per diluted di·lute  
tr.v. di·lut·ed, di·lut·ing, di·lutes
1. To make thinner or less concentrated by adding a liquid such as water.

2. To lessen the force, strength, purity, or brilliance of, especially by admixture.
 share. Net income for the second quarter of 2003 was $224.5 million, or $1.49 per diluted share.

Medical membership was 15.5 million at June 30, 2004, compared with 14.1 million at June 30, 2003. The increase in membership was primarily the result of the acquisition of Cobalt Corporation on September September: see month.  24, 2003, strong sales in key geographies and growth in "host" members served through BlueCard--the Blue Cross Blue Shield Blue Shield A US not-for-profit health care insurer that is a reimbursement intermediary for physicians. Cf Blue Cross.  Association national program for multi-state employers.

Specialty A contract under seal.

A specialty is a written document that has been sealed and delivered and is given as security for the payment of a specifically indicated debt.
 membership increased by more than 350,000 during the second quarter of 2004 to 46.2 million at June 30, 2004. Specialty membership decreased by 3.2 million from June 30, 2003, primarily due to the loss of a pharmacy benefit management A Pharmacy Benefit Manager (PBM) is a third party administrator of prescription drug programs. They are primarily responsible for processing and paying prescription drug claims.  account for which the Company provided limited services, partially offset by acquired members from Cobalt Corporation in September 2003.

Highlights from the second quarter of 2004 include:

--Revenues totaled $5.8 billion, up 17.0 percent from the second quarter of 2003

--Blue Cross of California California (kăl'ĭfôr`nyə), most populous state in the United States, located in the Far West; bordered by Oregon (N), Nevada and, across the Colorado River, Arizona (E), Mexico (S), and the Pacific Ocean (W).  paid $56.9 million in physician bonus incentives to 134 participating physician groups under its HMO HMO health maintenance organization.

HMO
n.
A corporation that is financed by insurance premiums and has member physicians and professional staff who provide curative and preventive medicine within certain financial,
 Quality Scorecard

--Blue Cross of California, Blue Cross Blue Shield of Missouri Missouri, state, United States
Missouri (mĭzr`ē, –ə), one of the midwestern states of the United States.
 and UNICARE each announced that they have arranged to offer health savings accounts A Health Savings Account (HSA) is a tax-advantaged medical savings account available to taxpayers in the United States who are enrolled in a High Deductible Health Plan (HDHP). The funds contributed to the account are not subject to federal income tax at the time of deposit.  (HSAs) provided by JPMorgan through ARCUS Financial, a division of ARCUS Enterprises, Inc., a wholly-owned subsidiary of WellPoint

"WellPoint's continued success is driven by our ability to offer a broad array of innovative, choice-based products," said Leonard Leon·ard   , Ray Charles Known as "Sugar Ray." Born 1956.

American boxer who won the 1976 Olympic light welterweight title. He held five world titles as both a welterweight and middleweight between 1979 and 1987.

Noun 1.
 D. Schaeffer Schaeffer can refer to:
  • Pierre Schaeffer, French pioneer of musique concrète
  • Boguslaw Schaeffer, Polish composer and thoretican
  • Francis Schaeffer, theologian, philosopher, and founder of L'Abri
  • Rebecca Schaeffer, an American actress
, WellPoint's chairman and chief executive officer. "For example, our new high deductible health plans A High Deductible Health Plan (HDHP) is a health insurance plan with lower premiums and higher deductibles than a traditional health plan. It is sometimes referred to as a catastrophic health insurance plan.  are being offered in most of the states where we do business and are designed to be compatible with HSAs. These products offer our members another option in managing their health care spending while providing potential tax benefits.

"We also are especially pleased with the results of tying physician incentive payments to our Blue Cross of California 2003 HMO Quality Scorecard," continued Schaeffer. "Only in its second year, the 2003 payments increased by more than 30 percent compared with the 2002 bonuses of $43 million to almost 80 physician groups in California, providing additional incentives to physicians to improve the quality of care and service received by our members."

"We are very pleased with these financial results, which exceeded prior guidance for the quarter by $0.04 per diluted share," said David C. Colby Colby may refer to: People
  • Anita Colby (1914 - 1972), actress
  • Anthony Colby (1792 - 1873), Governor of New Hampshire
  • Barbara Colby (1940 - 1975), actress
  • Charles Carroll Colby (1827 - 1907), Canadian politician
, WellPoint's chief financial officer. "Given this second quarter performance, we are increasing our 2004 fully diluted earnings per share diluted earnings per share

An earnings measure calculated by dividing net income less preferred stock dividends for a period by the average number of shares of common stock that would be outstanding if all convertible securities were converted into shares of
 guidance from $7.50 to $7.55. Operating cash flow Operating cash flow

Earnings before depreciation minus taxes. Measures the cash generated from operations, not counting capital spending or working capital requirements.
 of $226.2 million more than doubled from the second quarter of last year, but was less than net income in the current quarter because of the timing of tax payments. Our medical claims payable rollforward schedule continues to show positive development, reflecting our consistent reserving methodology."

Colby continued, "The magnitude magnitude, in astronomy, measure of the brightness of a star or other celestial object. The stars cataloged by Ptolemy (2d cent. A.D.), all visible with the unaided eye, were ranked on a brightness scale such that the brightest stars were of 1st magnitude and the  of positive development in the first half of 2004 was negatively affected by higher flu season

    Main article: Influenza
Flu season is a term used to describe the regular outbreak in flu cases during the cold half of the year. Flu activity can sometimes be predicted and even tracked geographically.
 claims than expected, some additional litigation An action brought in court to enforce a particular right. The act or process of bringing a lawsuit in and of itself; a judicial contest; any dispute.

When a person begins a civil lawsuit, the person enters into a process called litigation.
 reserves and an increase in our Physician Quality and Technology Initiative, which was expanded to certain safety net providers in the first quarter of 2004. Days in medical claims payable decreased by 2.1 days from the first quarter of 2004, primarily due to physicians bonus payments made in the quarter and faster claims payment cycle times. Finally, WellPoint's debt-to-total capitalization capitalization n. 1) the act of counting anticipated earnings and expenses as capital assets (property, equipment, fixtures) for accounting purposes. 2) the amount of anticipated net earnings which hypothetically can be used for conversion into capital assets.  ratio at June 30, 2004 decreased to 11.4 percent from March 31, 2004 as we paid off our outstanding commercial paper in anticipation The performance of an act or obligation before it is legally due. In patent law, the publication of the existence of an invention that has already been patented or has a patent pending,  of the Company's merger with Anthem anthem [ultimately from antiphon], short nonliturgical choral composition used in Protestant services, usually accompanied and having an English text. The term is used in a broader sense for "national anthems" and for the Latin motets still used occasionally in , Inc."

As previously disclosed dis·close  
tr.v. dis·closed, dis·clos·ing, dis·clos·es
1. To expose to view, as by removing a cover; uncover.

2. To make known (something heretofore kept secret).
, on July July: see month.  23, 2004 the California Department of Insurance The California Department of Insurance (CDI), established in 1868, is the angency charged with overseeing the regulation of insurance regulations, enforcing statutes mandating consumer protections, educating consumers, and fostering the stability of insurance markets in the state  (DOI (Digital Object Identifier) A method of applying a persistent name to documents, publications and other resources on the Internet rather than using a URL, which can change over time. ) informed the Company that it was disapproving dis·ap·prove  
v. dis·ap·proved, dis·ap·prov·ing, dis·ap·proves

v.tr.
1. To have an unfavorable opinion of; condemn.

2. To refuse to approve; reject.

v.intr.
 Anthem's application to acquire control of BC Life & Health Insurance Company, a WellPoint subsidiary. In response, David Frick, Anthem's executive vice president and chief legal and administrative officer has informed WellPoint that "Anthem has reviewed the DOI's written decision and will promptly prompt  
adj. prompt·er, prompt·est
1. Being on time; punctual.

2. Carried out or performed without delay: a prompt reply.

tr.v.
 initiate INITIATE. A right which is incomplete. By the birth of a child, the husband becomes tenant by the curtesy initiate, but his estate is not consummate until the death of the wife. 2 Bouv. Inst. n. 1725.  appropriate legal proceedings All actions that are authorized or sanctioned by law and instituted in a court or a tribunal for the acquisition of rights or the enforcement of remedies.  to challenge it. In addition, we will consider other options that may be available to us in order to complete the merger."

A conference call to discuss WellPoint's earnings for the quarter ended June 30, 2004 is scheduled to begin at approximately ap·prox·i·mate  
adj.
1. Almost exact or correct: the approximate time of the accident.

2.
 11:00 a.m. Eastern time on Wednesday Wednesday: see week. , July 28, 2004. To access the conference call, dial 888-285-8004 and reference "WellPoint's Earnings Call" approximately 10 minutes prior to the start of the call. International participants can access the call by dialing 706-643-1656 and referencing "WellPoint's Earnings Call." A replay of the call will be available after 1:30 p.m. Eastern time on July 28, 2004, until the end of the day on August 4, 2004. To access the replay, dial 800-642-1687 (International: 706-645-9291), and enter pass code 8535569. Information required to be presented with respect to non-GAAP financial measures as defined in the SEC rules will be available at least 10 minutes prior to the start of the call by visiting www.wellpoint.com and clicking on Investor Info>Financial Information>Supplementary Financial Information.

Investors, analysts and the general public may also listen to a webcast of the call by visiting WellPoint's Web site at www.wellpoint.com and clicking on Investor Info>Events/Webcasts. To listen to the live webcast, please visit the WellPoint Web site at least 20 minutes early (to download To receive a file transmitted over a network. In any communications session, "download" means receive, and "upload" means send. The download/upload often implies a big/little scenario, in which data is being downloaded from the "big" server into the "little" user's computer.  and install any necessary audio software). Individuals who listen to the call will be presumed to have read WellPoint's Annual Report on Form 10-K Form 10-K

A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information.


Form 10-K

See 10-K.
 for the year ended December December: see month.  31, 2003 and Quarterly Report on Form 10-Q Form 10-Q

See 10-Q.
 for the quarter ended March 31, 2004.

WellPoint Health Networks Inc. serves the health care needs of 15.5 million medical members and 46.2 million specialty members nationwide through Blue Cross of California, Blue Cross Blue Shield of Georgia Georgia, country, Asia
Georgia (jôr`jə), Georgian Sakartvelo, Rus. Gruziya, officially Republic of Georgia, republic (2005 est. pop. 4,677,000), c.26,900 sq mi (69,700 sq km), in W Transcaucasia.
, Blue Cross Blue Shield of Missouri, Blue Cross Blue Shield of Wisconsin Wisconsin, state, United States
Wisconsin (wĭskŏn`sən, –sĭn), upper midwestern state of the United States. It is bounded by Lake Superior and the Upper Peninsula of Michigan, from which it is divided by the Menominee
, HealthLink and UNICARE. Visit WellPoint on the web at www.wellpoint.com. Blue Cross of California, Blue Cross Blue Shield of Georgia, Blue Cross Blue Shield of Missouri and Blue Cross Blue Shield of Wisconsin are independent licensees of the Blue Cross and Blue Shield Association
Blue Cross redirects here. For other uses, see Blue Cross (disambiguation)
The Blue Cross and Blue Shield Association (BCBSA) is a American federation of 39 independent, community-based and locally operated Blue Cross and Blue Shield healthcare
.

Cautionary Statement: Certain statements contained in this release are forward-looking statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
 within the meaning of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and  of 1995. These statements are based on management's current expectations and are subject to uncertainty and changes in circumstances CIRCUMSTANCES, evidence. The particulars which accompany a fact.
     2. The facts proved are either possible or impossible, ordinary and probable, or extraordinary and improbable, recent or ancient; they may have happened near us, or afar off; they are public or
. Actual results could differ materially due to, among other things, operational and other difficulties associated with integrating acquired businesses, general business conditions, competition among managed care companies, rising health care costs, trends in medical care ratios, health care reform and other regulatory reg·u·late  
tr.v. reg·u·lat·ed, reg·u·lat·ing, reg·u·lates
1. To control or direct according to rule, principle, or law.

2.
 issues. Additional risk factors are listed from time to time in WellPoint's various reports filed with the SEC, including, but not limited to, its annual report on Form 10-K for the year ended December 31, 2003, as amended a·mend  
v. a·mend·ed, a·mend·ing, a·mends

v.tr.
1. To change for the better; improve: amended the earlier proposal so as to make it more comprehensive.

2.
 by Amendment No. 1 on Form 10-K/A.
WELLPOINT

======================================================================
 Medical Membership (a)(b)(c)(d)



                          June 30,                             March
                       -------------       Percent Increase /   31,
                        2004  2003 (e)      Change (Decrease)  2004
                       ----------------------------------------------


California
     Large Group     4,785,737   4,788,890   -0.1%   (3,153) 4,772,760
     Individual and
      Small Group    1,658,805   1,626,412    2.0%   32,393  1,656,153
     Senior            244,132     248,127   -1.6%   (3,995)   244,031

                   ----------- -----------       ---------------------
      Total
       California    6,688,674   6,663,429    0.4%   25,245  6,672,944
                   ----------- -----------       ---------------------

Georgia
     Large Group     1,658,383   1,642,594    1.0%   15,789  1,659,351
     Individual and
      Small Group      520,578     466,909   11.5%   53,669    511,588
     Senior             55,220      69,154  -20.1%  (13,934)    55,722

                   ----------- -----------       ---------------------
      Total Georgia  2,234,181   2,178,657    2.5%   55,524  2,226,661
                   ----------- -----------       ---------------------

Central Region (f)
Missouri
     Large Group     1,177,699   1,259,211   -6.5%  (81,512) 1,177,183
     Individual and
      Small Group      242,395     240,480    0.8%    1,915    240,543
     Senior             40,370      41,239   -2.1%     (869)    40,465

                   ----------- -----------       ---------------------
      Total Missouri 1,460,464   1,540,930   -5.2%  (80,466) 1,458,191
                   ----------- -----------       ---------------------

Illinois
     Large Group       575,904     596,577   -3.5%  (20,673)   590,948
     Individual and
      Small Group      134,261     115,330   16.4%   18,931    128,241
     Senior             13,162      12,401    6.1%      761     13,460

                   ----------- -----------       ---------------------
      Total Illinois   723,327     724,308   -0.1%     (981)   732,649
                   ----------- -----------       ---------------------

Texas
     Large Group       266,537     287,875   -7.4%  (21,338)   278,878
     Individual and
      Small Group      210,503     194,829    8.0%   15,674    202,583
     Senior              9,288       2,710    N/A     6,578      8,244

                   ----------- -----------       ---------------------
      Total Texas      486,328     485,414    0.2%      914    489,705
                   ----------- -----------       ---------------------

Other States
     Large Group     1,894,992   1,632,267   16.1%  262,725  1,892,135
     Individual and
      Small Group      107,156     100,653    6.5%    6,503    104,637
     Senior             34,638      26,056   32.9%    8,582     32,639

                   ----------- -----------       ---------------------
      Total Other
       States        2,036,786   1,758,976   15.8%  277,810  2,029,411
                   ----------- -----------       ---------------------

Wisconsin
     Large Group       409,412      24,998    N/A   384,414    413,243
     Individual and
      Small Group      106,612         925    N/A   105,687    104,832
     Senior             53,035         161    N/A    52,874     53,209

                   ----------- -----------       ---------------------
      Total Wisconsin  569,059      26,084    N/A   542,975    571,284
                   ----------- -----------       ---------------------

Total Medical Members
 Excluding BlueCard
 Host
Members (g)         14,198,819  13,377,798    6.1%  821,021 14,180,845

Total BlueCard Host
 Members (h)         1,269,000     743,897   70.6%  525,103  1,196,000

                   ----------- -----------       ---------------------
Total Medical
 Membership         15,467,819  14,121,695   9.5% 1,346,124 15,376,845
                   =========== ===========       =====================

                          June 30,
                   ---------------------  Percent Increase/  March 31,
                        2004     2003 (e) Change (Decrease)      2004
                   ----------- ---------------------------------------
ASO Membership (i)
     California      1,621,626   1,581,804    2.5%   39,822  1,609,412
     Georgia           867,091     860,378    0.8%    6,713    871,220
     Central Region
      (f)            2,785,785   2,623,083    6.2%  162,702  2,839,187
     Wisconsin         181,635      17,073    N/A   164,562    183,987
     BlueCard Host
      Members        1,269,000     743,897   70.6%  525,103  1,196,000

                   ----------- -----------       ---------------------
Total ASO Membership 6,725,137   5,826,235   15.4%  898,902  6,699,806
                   ----------- -----------       ---------------------

Risk Membership
     California      5,067,048   5,081,625   -0.3%  (14,577) 5,063,532
     Georgia         1,367,090   1,318,279    3.7%   48,811  1,355,441
     Central Region  1,921,120   1,886,545    1.8%   34,575  1,870,769
     Wisconsin         387,424       9,011    N/A   378,413    387,297

                   ----------- -----------       ---------------------
Total Risk
 Membership          8,742,682   8,295,460    5.4%  447,222  8,677,039
                   ----------- -----------       ---------------------

Total Medical
 Membership         15,467,819  14,121,695    9.5%1,346,124 15,376,845
                   =========== ===========       =====================


State-Sponsored
 Programs (j)             June 30,
                    ---------------------- Percent Increase/ March 31,
                          2004        2003 Change (Decrease)     2004
                    ----------- --------------------------------------
     Medi-Cal/Medicaid
           California  837,210     836,788    0.1%      422    847,156
           Virginia     53,355      44,187   20.7%    9,168     52,025
           Puerto
            Rico       255,424     269,918   -5.4%  (14,494)   260,749
           Other        60,616      98,008  -38.2%  (37,392)    43,819

                   ----------- -----------       ---------------------
     Total           1,206,605   1,248,901   -3.4%  (42,296) 1,203,749

     Healthy Families  267,443     271,316   -1.4%   (3,873)   270,413

     MRMIP / AIM /
      IHRP              14,237      18,396  -22.6%   (4,159)    13,676

     California Kids    11,880      20,122  -41.0%   (8,242)    13,587

                   ----------- -----------       ---------------------
     Total           1,500,165   1,558,735   -3.8%  (58,570) 1,501,425
                   =========== ===========       =====================



(a) Membership numbers are approximate and include some estimates
based upon the number of contracts at the relevant date and an
actuarial estimate of the number of members represented by the
contract.

(b) Classification between states for employer groups is
determined by the zip code of the subscriber.

(c) Medical membership includes management services and network
services members, which are primarily included in Large Group for each
state.

(d) Senior membership includes members covered under both Medicare
risk and Medicare supplement products.

(e) Membership numbers as of June 30, 2003 have been reclassified
to reflect the zip code of the subscriber of HealthLink's commercial
insurer accounts. These members were previously included in the
commercial insurers' state of domicile. As of June 30, 2003, Missouri
and Illinois members would have been higher by 14,079 and 25,631,
respectively, while Georgia, Texas and Other States would have been
lower by 514, 5,870 and 33,326, respectively.

(f) Central Region - Large Group membership includes network
access services members, primarily from HealthLink, of 1,286,972,
1,385,823 and 1,277,580 as of June 30, 2004, June 30, 2003 and March
31, 2003, respectively. As of December 31, 2003, the Company revised
its methodology of calculating the number of medical members
represented by each subscriber contract within the Company's rental
networks and a Missouri joint venture. The weighted average factor
changed from approximately 2.4 members to 2.1 members per subscriber.
The impact of this change as of each quarter end during the year ended
December 31, 2003 is to reduce membership as follows:



               As of    Illinois  Missouri Other    Total
                                                    States
               -------- --------- --------- ------- --------
         March 31, 2003  35,999   111,008  15,314  162,321
         June 30, 2003   35,083   108,097  14,925  158,105
     September 30, 2003  34,990   104,614  14,885  154,489
      December 31, 2003  34,377   103,013  14,624  152,014



Membership data as of June 30, 2003 shown in the Medical Membership
table have not been revised to reflect this change in methodology.

(g) Total medical members as of June 30, 2004 and March 31, 2004
include 662,705 and 663,274 medical members, respectively, from the
Cobalt acquisition.

(h) The Company has revised its medical membership counting
methodology to include estimated "host" members using the national
BlueCard program. Host members are generally members who reside in a
state in which a WellPoint subsidiary is the Blue Cross and/or Blue
Shield licensee and who are covered under an employer-sponsored health
plan issued by a non-WellPoint controlled Blue Cross Blue Shield
licensee. Host members are computed using, among other things, an
estimate of the average number of BlueCard claims received per member
per month. Total BlueCard host members as of each quarter end during
the year ended December 31, 2003 were as follows:



                   As of      BlueCard
                               Members
                  -------- -----------
          March 31, 2003       748,490
           June 30, 2003       743,897
       September 30, 2003    1,009,900
        December 31, 2003    1,002,113


Membership data shown in the Medical Membership table reflect this
change in methodology.



(i) ASO membership represents members for which the Company
provides administrative services only and does not assume full
insurance risk.

(j) Medi-Cal (the California Medicaid program) membership is
included in California - Large Group. Medicaid membership for
Virginia, Puerto Rico and Other are included in Other States - Large
Group. Healthy Families, MRMIP (Major Risk Medical Insurance Program)
/ AIM (Access for Infants and Mothers) / IHRP (Interim High Risk
Program) and California Kids membership are included in California -
Large Group.




 Specialty
  Membership             June 30,
            -------------------------- Percent  Increase/   March 31,
               2004 (A)          2003  Change  (Decrease)     2004 (A)
            -----------    ----------- ------- ----------- -----------

Pharmacy
 Benefits
 Management  31,521,156     35,980,533   -12.4% (4,459,377) 31,019,850
Dental        3,243,208      2,880,224    12.6%    362,984   3,218,669
Life          3,056,673      2,810,903     8.7%    245,770   3,082,614
Disability      565,135        499,970    13.0%     65,165     573,297
Behavioral
Health (B)    7,832,916      7,262,131     7.9%    570,785   7,962,848
            -----------    -----------         ----------- -----------
     Total   46,219,088     49,433,761    -6.5% (3,214,673) 45,857,278
            ===========    ===========         =========== ===========


(A) Specialty membership as of June 30, 2004 and March 31, 2004
includes 639,229 and 644,006 specialty members, respectively, from the
Cobalt acquisition.

(B) Effective as of January 1, 2004, the Company began including
HealthLink members who receive certain behavioral health services in
its behavioral health membership. As of June 30, 2004 and March 31,
2004, the Company had approximately 529,000 and 482,000 such members,
respectively.


WELLPOINT


                                                          Consolidated
                                                               Income
                                                            Statements
                                                           (Unaudited)

======================================================================


(In thousands,       Quarter Ended June 30,  Six Months Ended June 30,
 except earnings
 per share)
                     ----------------------- -------------------------
                        2004 (A)       2003      2004 (A)        2003
                     ----------- ----------- ------------ ------------
Revenues:
    Premium revenue  $5,407,984  $4,654,854  $10,664,287   $9,203,159
    Management
     services and
     other revenue      303,901     221,466      610,077      447,637
    Investment
     income              68,532      64,037      152,193      130,352
                     ----------- ----------- ------------ ------------

                      5,780,417   4,940,357   11,426,557    9,781,148
Operating Expenses:
    Health care
     services and
     other benefits   4,364,370   3,769,667    8,551,721    7,487,167
    Selling expense     223,400     201,237      440,522      393,234
    General and
     administrative
     expense            670,010     578,000    1,395,733    1,167,669
                     ----------- ----------- ------------ ------------
                      5,257,780   4,548,904   10,387,976    9,048,070
                     ----------- ----------- ------------ ------------

Operating Income        522,637     391,453    1,038,581      733,078
    Interest
     expense             12,967      12,689       25,210       25,463
    Other expense,
     net                  9,778       4,646       21,444       11,650
                     ----------- ----------- ------------ ------------

Income before
 Provision for
 Income Taxes           499,892     374,118      991,927      695,965
    Provision for
     income taxes       199,957     149,649      396,771      278,443
                     ----------- ----------- ------------ ------------
Net Income             $299,935    $224,469     $595,156     $417,522
                     =========== =========== ============ ============

Earnings Per Share:
    Basic                 $1.92       $1.54        $3.84        $2.87
                     =========== =========== ============ ============
    Diluted               $1.86       $1.49        $3.71        $2.79
                     =========== =========== ============ ============

Weighted Average
 Number of Shares
 Outstanding            155,823     145,711      154,881      145,662
                     =========== =========== ============ ============

Weighted Average
 Number of Shares
 Outstanding
Including Common
 Stock Equivalents      161,163     150,217      160,280      149,697
                     =========== =========== ============ ============

(A) Results of operations for the quarter ended June 30, 2004
include premium revenue of $339.8 million, management services and
other revenue of $50.1 million, investment income of $1.6 million,
health care services and other benefits of $276.1 million, selling,
general and administrative expense of $85.8 million, interest expense
of $0.4 million, other expense, net of $3.3 million and net income of
$15.5 million attributable to the acquired Cobalt business for the
quarter ended June 30, 2004. Results of operations for the six months
ended June 30, 2004 include premium revenue of $676.9 million,
management services and other revenue of $101.3 million, investment
income of $6.4 million, health care services and other benefits of
$561.4 million, selling, general and administrative expense of $176.2
million, interest expense of $0.9 million, other expense, net of $6.4
million and net income of $23.9 million attributable to the acquired
Cobalt business for the six months ended June 30, 2004. The Company
acquired Cobalt Corporation on September 24, 2003. The transaction was
effective as of September 30, 2003 for accounting purposes.


WELLPOINT

======================================================================

Condensed Consolidated Balance Sheets


(In thousands)                                 June 30,   December 31,
                                                 2004       2003 (a)
                                             ------------ ------------
                                              (Unaudited)
ASSETS
Current Assets:
     Cash and investments                     $7,801,032   $7,757,129
     Securities lending collateral               846,991      914,173
     Receivables, net                          1,522,361    1,356,107
     Other current assets                        745,107      613,698
                                             ------------ ------------
          Total Current Assets                10,915,491   10,641,107
Property and equipment, net                      463,090      441,936
Goodwill and intangible assets, net            3,223,091    3,272,162
Long-term investments, at market value           196,812      161,784
Other non-current assets                         254,996      271,689
                                             ------------ ------------
                  Total Assets               $15,053,480  $14,788,678
                                             ============ ============


LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
     Medical claims payable                   $2,649,916   $2,747,074
     Reserves for future policy benefits         108,337      129,135
     Unearned premiums                           690,965      629,831
     Accounts payable and accrued expenses     1,398,428    1,411,391
     Experience rated and other refunds          255,226      267,382
     Income taxes payable                        187,389      241,979
     Security trades pending payable             146,006       27,456
     Securities lending payable                  846,991      914,173
     Other current liabilities                   731,520      712,273
                                             ------------ ------------
          Total Current Liabilities            7,014,778    7,080,694
     Reserves for future policy
      benefits, non-current                      313,825      288,197
     Long-term debt                              803,294    1,238,267
     Other non-current Liabilities               705,038      751,571
                                             ------------ ------------
                  Total Liabilities            8,836,935    9,358,729

          Total Stockholders' Equity           6,216,545    5,429,949
                                             ------------ ------------
                  Total Liabilities and
                   Stockholders' Equity      $15,053,480  $14,788,678
                                             ============ ============


Days in Medical Claims Payable (b) (c)
                                    2004               2003
                                 ----------- -------------------------
                                 June  March December 31  September 30
                                   30    31
                                 ----- ----- ------------ ------------
                                 55.3  57.4         60.9         66.8

(a) Certain amounts as of December 31, 2003 have been reclassified
to conform to the current period presentation.

(b) Days in medical claims payable is a calculation of medical
claims payable at the end of the period divided by average health care
services and other benefits per calendar day for such period.

(c) Excluding medical claims payable of $157.0 million and health
care services and other benefits of $276.1 million attributable to the
acquired Cobalt business as of and for the quarter ended June 30,
2004, days in claims payable would have been 55.5 for the quarter
ended June 30, 2004. Excluding medical claims payable of $162.9
million and health care services and other benefits of $285.3 million
attributable to the acquired Cobalt business as of and for the quarter
ended March 31, 2004, days in claims payable would have been 57.8 for
the quarter ended March 31, 2004. Excluding medical claims payable of
$168.1 million and health care services and other benefits of $299.0
million attributable to the acquired Cobalt business as of and for the
quarter ended December 31, 2003, days in claims payable would have
been 61.6 for the quarter ended December 31, 2003. Excluding medical
claims payable of $244.2 million attributable to the acquired Cobalt
business as of and for the quarter ended September 30, 2003, days in
medical claims payable would have been 60.9 for the quarter ended
September 30, 2003. Results of operations for the year ended December
31, 2003 include Cobalt operating results from October 1, 2003 to
December 31, 2003.


WELLPOINT

                                                              Medical
                                                               Claims
                                                              Payable
                                                           Rollforward
                                                           (Unaudited)


======================================================================


                                      Six Months Ended June 30,
                                  ------------------------------------
(In thousands)                          2004        2003         2002
                                  ----------- ----------- ------------

Medical claims payable as of
 January 1                        $2,747,074  $2,422,331   $1,934,620

Medical claims reserves from
 businesses acquired during the
 period                                    -         188      177,836

Health care claim expenses
 incurred during period:
      Related to current year      8,606,540   7,676,702    6,454,580
      Related to prior years        (241,639)   (339,250)    (339,295)
                                  ----------- ----------- ------------
Total Incurred                     8,364,901   7,337,452    6,115,285

Health care services payments
 during period:
      Related to current year      6,587,644   5,727,790    4,820,689
      Related to prior years       1,874,415   1,513,797    1,094,349
                                  ----------- ----------- ------------
Total Payments                     8,462,059   7,241,587    5,915,038
                                  ----------- ----------- ------------
Medical claims payable as of June
 30                               $2,649,916  $2,518,384   $2,312,703
                                  =========== =========== ============

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