1. UBS Annual Global Health Care Services Conference February 15, 2005 The Plaza, New York City PacifiCare Health Systems Gregory W. Scott Executive Vice President and Chief Executive Officer

2. The statements made during this presentation 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 the Form 10Q filed as of September 30, 2004, and the Form10K filed as of December 31, 2003. Cautionary Statement

3. A Fortune 200 company with: $12 billion in revenue 2.6 million commercial lives 704K Medicare Advantage lives 11.8 million specialty lives Strategy of a growth company PHS 8 health plan markets before acquisitions PHS Only Markets 2004 Markets – Pre-AMS Acquisition

4. Expansion through recent acquisitions 28 Additional medical states after AMS acquisition PHS Only Markets 2005 Markets – Post-AMS Acquisition AMS Only Markets PHS & AMS Overlaps Completed 12/04

5. Expansion through recent acquisitions Significant additional overlap with Pacific Life acquisition PHS Only Markets 2005 Markets - Post Acquisitions AMS Only Markets PHS/AMS/Pac Life Overlaps 1Q ‘05 Close Target

6. American Medical Security Group (AMS) Adds ~314K ISG PPO lives- 13% commercial member increase Lower cost PPO operations on scalable ISG platform Network of 32,000 independent agents increases distribution for PHS products/services $100 million in excess statutory capital Commercial growth/diversification balances Medicare Advantage business Geographic expansion diversifies away from CA Potential network, PBM & cross sell synergies ISG Market Segment Acquisitions

7. Pacific Life’s Group Health Business Leverages AMS acquisition Adds ~140K small/large group PPO lives- 6% commercial member increase Network of 30,000 agents increases distribution for PHS products/services Commercial growth/diversification balances Medicare Advantage business Geographic expansion diversifies away from CA 55% member overlap w/ PHS; 95% overlap w/ combined PHS/AMS = network synergies ISG Market Segment Acquisitions

8. 2005 Guidance- Excluding Pacific Life Commercial mbrshp. growth: 3.0%-3.5% Medicare Advantage ending mbrs: 743K Revenue increase:15% MLRs Consolidated = 84%-85% Private Commercial = 81%-82% Private Senior = 73%-74% Government Senior = 87.5%-88.5% Gross Margins Commercial = 18%-19% Senior = 11.5%-12.5% Specialty & Other = 36%-37% EBITDA: $745-$770 million CFFO:$500-$525 million Free Cash Flow: $320-$335 million SG&A ratio: 12.5%-13% Depreciation/Amortization: $85 million Capital expenditures: $120-$125 million Net Income: $360-$375 million Average outstanding shares: 98.8 million EPS: $3.64-$3.80 Q1 = $0.85-$0.89 Tax rate: 39.1% Includes effect of FAS 123R on equity based compensation = 19%-24% Net Income Growth = 19%-24% Net Income Growth

9. Earnings growth * Excluding effect of the adoption of FAS 142 relating to the amortization of goodwill ^ Includes acquisition of American Medical Security Group & proposed acquisition of Pacific Life’s group health insurance business $303 $360-$375

10. Planned evolution from a traditional health maintenance organization into a leading consumer health organization HMO DIVERSIFIED INSURANCE COMPANY CONSUMER HEALTH ORGANIZATION PacifiCare Vision

11. The rise of HSAs & CDHPs Continued cost shifting to employees, but without a value proposition 5% HSA penetration rate by 12/31/06 HSAs appeal to healthy/wealthy HSAs likely to replace traditional PPO vs. HMO Hewitt survey finds: 61% of employers likely to offer HSAs in near future 93% of employees willing to take more responsibility for health care decisions Not total replacement, but additional option

12. On-Going Support - Care Management Disease Mgmt/ Web Admin Health Credits Women’s Health Flexible Spending Account Ethnic Diversity Programs Specialty Offerings Pharmacy Dental & Vision Behavioral Life/STD/LTD Caregiver PAN Front End Decision Support Quality Index Profiles Benefit Selection Pricer Health Risk Assessment Worksite/Web Based Tools On-Line Enrollment Low Cost High Cost Signature Freedom Signature Independence SignatureValue Select Hospital Plan SignatureValue Advantage SignatureOptions Advantage SignatureValue Traditional Plan SignatureOptions Traditional Plan HSA/SDHP HMO/EPO PPO Indemnity PacifiCare offers a total solution

13. Employee Responsibility $1,000 to $2,000 In-Network 70% Out-of-Network 50% Self Directed Account $1,000 Covered Services (apply to deductible): Physician Office Visits Wellness & Preventive Care Office-based Diagnostic Tests Annual Deductible $2,000 In-Network 70% PPO Benefit Plan 100% After Coinsurance Maximum $ Employee Responsibility $1,000 to $2,000 Out-of-Network 50% Rx $10 generic $35 brand SignatureFreedom Plan Design

14. SignatureFreedom Growth Approximately 10% from groups that did not previously offer insurance 75% from Small Group (2 to 50 employees) 90% from customers new to PacifiCare 82,172 Members

15. Participants are using appropriate levels of preventive services Emerging SignatureFreedom Utilization Results PacifiCare data is normalized (age/sex) incurred claims from 8/03 to 7/04 paid through 10/04

16. Emerging SignatureFreedom Utilization Results Participants are using appropriate levels of preventive services

17. Specialty company growth Prescription Solutions’ Unaffiliated Membership

18. Specialty company growth * Breakout of internal vs. external revenue is not available prior to CY 2002. ^ Revenue increases related to a change in contracting methodology from the gross method to the net method for retail prescription drug transactions ~$50M in 2004, ~ $860M in 2005 mainly for PHS contract. $1,647

19. Specialty company growth 18.7% 20.3% 18.4% 20.6% 26.0% 25.3%

20. Medicare opportunities   Medicare Advantage HMO/ Private FFS   Part D Administration   Medicare Supplement   Medicare Advantage Regional PPO

21. Local Medicare Advantage growth- Timeline All 2006 plan applications due March 23rdAll 2006 plan applications due March 23rd ’06 Benchmark HMO rates issued April 4 th (Parts A/B)’06 Benchmark HMO rates issued April 4 th (Parts A/B) Health plan bids for Parts A, B & D due June 6 thHealth plan bids for Parts A, B & D due June 6 th National average monthly Part D bid announced August 3 rdNational average monthly Part D bid announced August 3 rd CMS benefit plan approval September 14thCMS benefit plan approval September 14th CMS website launches comparative plan data October 13thCMS website launches comparative plan data October 13th

22. Medicare opportunities   Medicare Advantage HMO MLR rises from ~86% in ’04, to 87.5%-88.5% in ’05 Focus on increasing membership vs. margins 2006 growth depends on flexibility with benefit structure Growth initiatives: Preferred provider relationships Broker distribution Geographic expansion Value Plans Community & faith-based organization marketing Small acquisitions

23. Medicare opportunities   Medicare Advantage Private FFS Entering as many as 16 states by the end of 2005 Nearly identical to MA HMO program, but no contracted provider network Health Plans pay providers at Medicare FFS rates

24.   Part D Administration- Potential market Approximately 42 million Medicare eligibles in the U.S. MA penetration ~12% = 5 million Eligible for FFS Part D ~ 37 million Includes ~6 million dual eligibles to be auto-enrolled Penalty for not enrolling = 1% per month In terms of drug spend, 42 million seniors equivalent of 150 commercial lives Medicare opportunities

25.   Part D Administration- PHS capabilities Captive PBM w/ external focus Broad distribution capabilities State-of-the-art mail facility National pharmacy network Risk-based business model 10 years of senior prescription drug data Managed care tools to control costs, improve outcomes Additional marketing channels Direct TV/radio advertising Direct mail Recent acquisitions Broker distribution

26. Medicare opportunities   Part D Administration- Short term considerations Costs for: Building up infrastructure IT, software, processing Local MA and Part D Administration Building up customer service platform Marketing expenses ✔✔ ✔✔ ✔ Fixed Fixed Variable Variable Total ~$50 million Not included in ’05 guidance