Coventry Health Care Completes Acquisition of MedicaidBusiness in St. Louis.

Business Editors/Health &Medical Writers

BETHESDA, Md.--(BUSINESS WIRE)--Feb. 3, 2000

Coventry Health Care, Inc. (NASDAQ/NM:CVTY) announced today that Coventry and its St. Louis Medicaid subsidiary, HealthCare USA, have completed the acquisition of Prudential Health Care's,

The acquisition brings Coventry's total Medicaid membership in St. Louis to more than 106,000 members, expanding Coventry's leading position in that market.

&uot;HealthCare USA is a strong, respected brand in the marketplace and we are pleased to be able to add membership to this successful health plan,&uot; said Allen F. Wise, Coventry's President and Chief Executive Officer.

Coventry Health Care is a managed health care company based in Bethesda, Maryland operating health plans and insurance companies under the names Coventry Health Care, Coventry Health and Life, HealthAmerica, HealthAssurance, HealthCare USA, Group Health Plan, Southern Health and Carelink Health Plans.

The Company provides a full range of managed care products and services including HMO, PPO, POS, Medicare Risk and Medicaid to 1.5 million members in a broad cross section of employer and government-funded groups in 15 markets throughout the Midwest, Mid-Atlantic and Southeast United States. More information is available on the Internet at http://www.cvty.com.

This press release contains forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.

These statements relate to future events or future financial performance and may be significantly impacted by certain risks and uncertainties described in the Company's Annual Report on Form 10-K for the year ended December 31, 1998 filed with the Securities and Exchange Commission.