.…a health and consumer services company making people’s lives better Investor’s Day with PacifiCare Ritz Carlton Battery Park, New York June 4, 2002 Howard G. Phanstiel, President and CEO

Safe Harbor Statement The statements made during these presentations that are not historical facts are forward-looking statements within the meaning of the Federal securities laws, and may involve a number of risks and uncertainties. Factors that could cause actual results to differ materially from expectations include, but are not limited to, the risks discussed in the company’s most recent filings with the SEC, including Form 10Q as of March 31, 2002, and Form 10K as of December 31, Safe Harbor Statement The statements made during these presentations that are not historical facts are forward-looking statements within the meaning of the Federal securities laws, and may involve a number of risks and uncertainties. Factors that could cause actual results to differ materially from expectations include, but are not limited to, the risks discussed in the company’s most recent filings with the SEC, including Form 10Q as of March 31, 2002, and Form 10K as of December 31, 2000.

PacifiCare = largest purchaser of health care services in the western U.S. A Fortune 200 company with ~$11 billion in revenue 2.4 million commercial lives 835 thousand Medicare+Choice lives ~9 million specialty lives A Fortune 200 company with ~$11 billion in revenue 2.4 million commercial lives 835 thousand Medicare+Choice lives ~9 million specialty lives.…a health and consumer services company making people’s lives better

“Crises” of “Crises” of …a health and consumer services company making people’s lives better Executive Leadership Capital Structure Business Model/Mix Strategically Threatened Operations Under Siege Regulatory Challenges Network Instability Legal Uncertainties Stakeholder Confidence Executive Leadership Capital Structure Business Model/Mix Strategically Threatened Operations Under Siege Regulatory Challenges Network Instability Legal Uncertainties Stakeholder Confidence

Capital Structure UniHealth overhang Share repurchase program Maturity & concentration of bank debt FAS 142 goodwill exposure Capital Structure UniHealth overhang Share repurchase program Maturity & concentration of bank debt FAS 142 goodwill exposure.…a health and consumer services company making people’s lives better Executive Leadership “Crises” of

Operations Under Siege Retroactive CA provider contracts Harris integration challenges Claims inventory build-up Operations Under Siege Retroactive CA provider contracts Harris integration challenges Claims inventory build-up.…a health and consumer services company making people’s lives better Business Model/Mix Strategically Threatened Dependency on M+C/ ACRs locked in Poor commercial business performance Conversion to risk model Business Model/Mix Strategically Threatened Dependency on M+C/ ACRs locked in Poor commercial business performance Conversion to risk model “Crises” of

Network Instability.…a health and consumer services company making people’s lives better Regulatory Challenges Legal Uncertainties Class actions OPM Legal Uncertainties Class actions OPM Stakeholder Confidence Shareholders Creditors Providers Employees Members Stakeholder Confidence Shareholders Creditors Providers Employees Members “Crises” of

Capital Structure Issues largely resolved Diversified access to working capital Capital Structure Issues largely resolved Diversified access to working capital.…a health and consumer services company making people’s lives better Leadership Strategically focused Shareholder-aligned Committed Leadership Strategically focused Shareholder-aligned Committed “Brand New Day” at PacifiCare in 2002 Progress Report Progress Report

.…a health and consumer services company making people’s lives better Operations Rapidly becoming industry leader Full service systems platform supports all funding solutions Operations Rapidly becoming industry leader Full service systems platform supports all funding solutions Product Strategies Reduced M+C dependency Enhanced commercial profitability Retention & growth Product Strategies Reduced M+C dependency Enhanced commercial profitability Retention & growth “Brand New Day” at PacifiCare in 2002 Progress Report

.…a health and consumer services company making people’s lives better Networks More stable Require vigilant monitoring Networks More stable Require vigilant monitoring Legal/Regulatory Suits/settlements going our way Positive & collaborative regulatory relationships TX AG suit remains to be resolved Legal/Regulatory Suits/settlements going our way Positive & collaborative regulatory relationships TX AG suit remains to be resolved Technology Investments in “Future State” underway Outsourcing generates operational savings & significant flexibility Technology Investments in “Future State” underway Outsourcing generates operational savings & significant flexibility “Brand New Day” at PacifiCare in 2002 Progress Report

.…a health and consumer services company making people’s lives better Brand Advertising/repositioning campaign launched Brand Advertising/repositioning campaign launched Quality Programs advanced- can they catch us? Quality Programs advanced- can they catch us? Earnings Visibility improved Increased diversification Rebuilding investor/creditor confidence Earnings Visibility improved Increased diversification Rebuilding investor/creditor confidence “Brand New Day” at PacifiCare in 2002 Progress Report

Consumer-Aligned Organization Drug Discount program Debit Card Women’s Health Initiative Senior Caregiver Tight Network Operations Quality Measurement Rx POS Connectivity Extended Service Hours Customer Welcome Calls.…a health and consumer services company making people’s lives better Top-Level Strategy Consumer Health Organization (CHO) MCO Product/Segment Extensions PPO Med Supp ASO Defined Contribution 3rd party specialty business Full Service MCO Fix the core Operational control Profit margin HMO

.…a health and consumer services company making people’s lives better Senior Business Exit unprofitable/unsustainable markets Harvest until visible reimbursement improvement Leverage gross margin for debt repayment Convert to Senior Solutions business Senior Business Exit unprofitable/unsustainable markets Harvest until visible reimbursement improvement Leverage gross margin for debt repayment Convert to Senior Solutions business “Brand New Day” at PacifiCare in 2002 Detailed Strategies Detailed Strategies

.…a health and consumer services company making people’s lives better Commercial Exit unprofitable/unsustainable markets Implement experience-rated underwriting Price for margin, not market share Leverage Western U.S. purchasing power Implement seamless, full service solutions Expand product offerings Cross-sell specialty businesses Commercial Exit unprofitable/unsustainable markets Implement experience-rated underwriting Price for margin, not market share Leverage Western U.S. purchasing power Implement seamless, full service solutions Expand product offerings Cross-sell specialty businesses “Brand New Day” at PacifiCare in 2002 Detailed Strategies

.…a health and consumer services company making people’s lives better Specialty Businesses Increase PHSY member penetration; cross-sell Increase unaffiliated membership Expand product/service offerings Extend integration with core business Implement leading edge technology Improve shareholder value recognition Specialty Businesses Increase PHSY member penetration; cross-sell Increase unaffiliated membership Expand product/service offerings Extend integration with core business Implement leading edge technology Improve shareholder value recognition “Brand New Day” at PacifiCare in 2002 Detailed Strategies

.…a health and consumer services company making people’s lives better Reposition & leverage PHSY and Secure Horizons brands with disruptive & unique advertising Leverage leading position as women’s health solutions company Leverage leading position in quality measurement, NCQA ratings, and customer satisfaction Reposition & leverage PHSY and Secure Horizons brands with disruptive & unique advertising Leverage leading position as women’s health solutions company Leverage leading position in quality measurement, NCQA ratings, and customer satisfaction “Brand New Day” at PacifiCare in 2002 Consumer Aligned Business Strategy Consumer Aligned Business Strategy

.…a health and consumer services company making people’s lives better “Brand New Day” at PacifiCare in 2002 Offer new products not covered under traditional definition of medical necessity Provide consumer/employers with more informed choices Become the Southwest Airlines of our industry, with leading back-office technologies and business processes Roll out “hassle-free” e-scribing solutions Offer new products not covered under traditional definition of medical necessity Provide consumer/employers with more informed choices Become the Southwest Airlines of our industry, with leading back-office technologies and business processes Roll out “hassle-free” e-scribing solutions Consumer Aligned Business Strategy

.…a health and consumer services company making people’s lives better Complete medical management build-up to support full risk Leverage disease management programs Implement optional tighter network solutions & channel membership through cost & quality measurements Complete implementation of $300M IT Future State with standardization of common, best practices Continue to leverage other outsourced solutions for non-core functions Complete medical management build-up to support full risk Leverage disease management programs Implement optional tighter network solutions & channel membership through cost & quality measurements Complete implementation of $300M IT Future State with standardization of common, best practices Continue to leverage other outsourced solutions for non-core functions “Brand New Day” at PacifiCare in 2002 Cost Reduction Detailed Strategy Cost Reduction Detailed Strategy

.…a health and consumer services company making people’s lives better E arnings B rand I nvestment T exas D ebt A chievement E arnings B rand I nvestment T exas D ebt A chievement “Brand New Day” at PacifiCare in 2002 CONCLUSION – 2002 Means EBITDA CONCLUSION – 2002 Means EBITDA

.…a health and consumer services company making people’s lives better Investor’s Day with PacifiCare Ritz Carlton Battery Park, New York June 4, 2002 Howard G. Phanstiel, President and CEO