Centene to Acquire National



Individual Health Insurance Provider

Celtic Insurance Company

Strategic acquisition positions Centene as a national leader in providing

government-sponsored and market-driven solutions to increase access to highquality,

affordable healthcare for all Americans

ST. LOUIS, MISSOURI (March 18, 2008) ? Centene Corporation (NYSE: CNC)

announced today it has executed definitive agreements to acquire Celtic Group, Inc., the

parent company of Celtic Insurance Company (?Celtic?). Pending regulatory approval,

the acquisition is expected to close in the third quarter of 2008. Celtic, a privately-owned

nationwide health insurance carrier based in Chicago, Illinois, provides high-quality,

affordable health insurance to individual customers and their families. The purchase

price for the transaction is $80 million, subject to certain transaction adjustments, and

will be funded through borrowings under Centene's existing $300 million credit facility.

?With this transaction, Centene will be uniquely positioned to partner with state

customers focused on managing health care costs. This acquisition also enables us to

offer a full range of healthcare solutions for the rising number of uninsured. When

combined with the strong presence in our current states, we can address a full spectrum of

uninsured opportunities? said Michael F. Neidorff, Chairman and Chief Executive

Officer, Centene Corporation. ?We believe that by creating a national focus to cover

more of the uninsured, this will lead to significant growth opportunities in both the

Medicaid managed care and individual health insurance sectors for Centene. This

transaction is consistent with our product diversification strategy to add complementary

capabilities that allow us to meet the evolving needs of our state customers and to offer a

broad range of coverage solutions customized to the unique needs of each state.?

Neidorff continued, ?We believe the states will benefit from a solution that combines our

expertise in delivering low-cost, quality healthcare with market-driven, affordable and

individual health insurance to Americans nationwide. Joining forces with Celtic

underscores our goal of ensuring that all Americans have access to cost-effective, highquality,healthcare.?

Frederick J. Manning, Celtic's chairman and chief executive officer, said, ?Celtic has

been a trusted name in the individual health insurance market for almost 30 years and we

feel fortunate to partner with an organization that shares our commitment to increasing

access to quality healthcare for all. Together, our employees can be proud of the fact

they will help address one of the nation's most intractable challenges: providing health

coverage to the underserved.?

Celtic will continue to operate under its current brand and the operations will remain at

its Chicago headquarters. Mr. Manning will remain with the organization as President

and CEO of Celtic and Executive Vice President of Centene and will report directly to

Mr. Neidorff.

The transaction is expected to be neutral to earnings per share in 2008. Additional details

regarding the transaction will be disclosed on Wednesday, March 19th, 2008, at 2:00 PM

(Eastern Time), when Mr. Neidorff will present at the Lehman Brothers 11th Annual

Global Healthcare Conference, which will be held March 18-20, 2008, at the Loews

Miami Beach Hotel in Miami.

Celtic was advised by Goldman, Sachs & Co. Centene Corporation was advised by Allen

& Company LLC.

About Centene Corporation

Centene Corporation is a leading multi-line healthcare enterprise that provides programs

and related services to individuals receiving benefits under Medicaid, including the State

Children's Health Insurance Program (SCHIP) and Supplemental Security Income (SSI).

The Company operates health plans in Arizona, Georgia, Indiana, New Jersey, Ohio,

South Carolina, Texas and Wisconsin. In addition, the Company contracts with other

healthcare and commercial organizations to provide specialty services including

behavioral health, life and health management, long-term care, managed vision, nurse

triage,

About Celtic Insurance

Chicago-based Celtic Insurance Company is one of the country's leading nationwide

individual health insurance providers. With approximately 120 employees, Celtic

Insurance currently offers coverage to approximately 31,000 individuals nationwide and

is licensed in every state except New York. Some of the products in the Celtic product

portfolio are: The CeltiCare II Health Plan for individuals and families, the CelticSaver

HSA Health Plan, the Celtic Short-term Health Plan and the Celtic Basic Health Plan, a

low-cost major medical plan offering higher deductibles to control premium cost