Health Net Reports Third Quarter 2009 Adjusted1 Net Income of $69.6 Million, or $0.67 per Diluted Share

http://www.businesswire.com/news/home/20091103005481/en

The Company Recorded $189.5 Million in Pretax Charges, Including $170.6 Million
in Asset Impairments Related to the Pending Sale of Its Northeast Division

Charges Cause GAAP Net Loss of $66.0 Million, or $0.64 Per Share
LOS ANGELES--(Business Wire)--
Health Net, Inc. (NYSE: HNT) today announced a third quarter 2009 GAAP net loss
of $66.0 million, or $0.64 per share. GAAP net income in the third quarter of
2008 was $18.5 million, or $0.17 per diluted share.

The third quarter 2009 GAAP results include the effect of two pretax charges:

1. $170.6 million in noncash charges for the impairment of goodwill and other
assets related to the pending sale of the company`s Northeast division; and

2. $19.5 million related to the company`s operations strategy that is designed
to reduce general and administrative (G&A) expenses.

Both of these charges were offset by a favorable $0.6 million litigation reserve
true-up. A reconciliation of non-GAAP financial measures on the income statement
is included with this press release.

Excluding the impact of the charges, net income in the third quarter of 2009 was
$69.6 million, or $0.67 per diluted share. Net income in the third quarter of
2008 was $37.8 million, or $0.35 per diluted share, excluding the impact of a
$17.1 million pretax charge related to the company`s operations strategy and a
$14.6 million pretax charge for impairment of the company`s investments.

"We are pleased with our third quarter results. Cash flow was strong, and the
balance sheet is solid," said Jay Gellert, president and chief executive officer
of Health Net, Inc. "In addition, while we continue to produce strong new
commercial sales in targeted segments and products in our Western health plans,
overall commercial enrollment decreased due to in-group losses driven by the
economy. Also, our Medicare plans continue to meet expectations, and we are
reducing our administrative costs."

On July 20, 2009, Health Net announced that it had entered into a definitive
agreement with UnitedHealthcare for the sale of Health Net`s Northeast health
plan subsidiaries and membership renewal rights. The regulatory approval process
for the Northeast transaction is proceeding as expected. The transaction is
currently expected to close by year-end 2009 or early 2010.

Membership

Total health plan enrollment as of September 30, 2009 was approximately 3.6
million members, a decrease of 144,000 members, or 3.8 percent, compared with
September 30, 2008. Sequentially, total health plan enrollment decreased by
21,000 members, or 0.6 percent, from June 30, 2009.

Total commercial risk enrollment decreased by 166,000 members, or 8.0 percent,
to approximately 1.9 million members as of September 30, 2009 compared with
September 30, 2008. Sequentially, commercial risk enrollment decreased by 49,000
members, or 2.5 percent, from June 30, 2009.

"Our Western health plans produced new commercial sales of 35,000 members in the
third quarter, with more than 24,000 of these new members in California`s
narrow-network, lower-cost products," said Jim Woys, Health Net`s chief
operating officer. "Overall commercial enrollment declined due to persistent
pressures from the economic downturn."

Enrollment in the company`s Medicare Advantage plans decreased by 7,000 members,
or 2.4 percent, to 286,000 members at the end of the third quarter of 2009
compared with the end of the third quarter of 2008. Sequentially, Medicare
Advantage membership increased by 2,000 members, or nearly 1.0 percent, from
June 30, 2009.

Membership in the company`s Medicare PDP plans was 466,000 at the end of the
third quarter of 2009, a decrease of 72,000 members, or 13.4 percent, compared
with the end of the third quarter of 2008. Sequentially, PDP membership
increased by 8,000 members, or 1.7 percent, from June 30, 2009.

Medicaid enrollment at September 30, 2009 was 894,000 members, an increase of
106,000 members, or 13.5 percent, from September 30, 2008. Sequentially,
Medicaid membership increased by 16,000 members, or 1.8 percent, from June 30,
2009. Both the quarter-over-quarter and sequential increases in Medicaid
enrollment were the result of the economic downturn that causes the
Medicaid-eligible population to increase.

Revenues, Health Care Costs and G&A Expenses

Health Net`s total revenues increased 3.9 percent in the third quarter of 2009
to approximately $4.0 billion from $3.8 billion in the third quarter of 2008.
Health plan services premium revenues increased approximately 3.1 percent to
nearly $3.2 billion in the third quarter of 2009 compared with approximately
$3.1 billion in the third quarter of 2008.

The company`s Government contracts revenues increased 4.7 percent in the third
quarter of 2009 to $758.5 million from $724.3 million in the third quarter of
2008. The increase was the result of Option Period 6 pricing for the company`s
TRICARE contract and continued growth in the Military and Family Life Consultant
(MFLC) contract that is administered by the company`s behavioral health
subsidiary, Managed Health Network. Sequentially, revenue decreased 8.8 percent
from the second quarter of 2009 primarily as a result of lower estimates of
health care costs related to Option Periods 5 and 6 and a change to TRICARE
payment policies that align with Medicare payment practices.

The health plan services medical care ratio (MCR) was 86.4 percent in the third
quarter of 2009 and 87.5 percent in the third quarter of 2008.

The commercial MCR was 87.0 percent in the third quarter of 2009 compared with
86.7 percent in the third quarter of 2008. Excluding the litigation reserve
true-up benefit in the third quarter of 2009, the commercial MCR would have been
40 basis points higher than the commercial MCR in the third quarter of 2008, or
87.1 percent.

Commercial premium yields per member per month (PMPM) increased by 7.6 percent
in the third quarter of 2009 compared with the third quarter of 2008. Total
commercial health care costs PMPM increased 8.0 percent in the third quarter of
2009 compared with the third quarter of 2008.

"Commercial health care costs in the quarter were adversely affected by higher
utilization related to the H1N1 flu virus, COBRA-related utilization and
higher-than-expected trends in our Northeast plans," said Woys. "We are
encouraged that the commercial MCR in our Western states improved substantially
in the third quarter of 2009 compared to the third quarter of 2008."

Health Net`s Medicare plans continued to perform consistent with expectations in
the third quarter of 2009. The Medicare Advantage and Part D MCRs improved in
the third quarter of 2009 compared with the third quarter of 2008.

The Government contracts cost ratio was 94.4 percent in the third quarter of
2009 compared with 95.0 percent in the third quarter of 2008 and 95.1 percent in
the second quarter of 2009. "The improvement in the Government contracts cost
ratio was due to an increase in MFLC volume and lower health care cost trends in
the third quarter," said Woys. "For 2009, we expect this ratio to be at the low
end of our previous guidance of 95.0 percent to 95.5 percent."

On a GAAP basis, G&A expense was $319.5 million in the third quarter of 2009
compared with $294.2 million in the third quarter of 2008. On an adjusted
basis1, G&A expense was approximately $300.0 million in the third quarter of
2009 compared with $277.0 million in the third quarter of 2008. This increase
was primarily due to premium taxes and regulatory fees.

On an adjusted1 basis, Health Net`s G&A expense ratio in the third quarter of
2009 increased 40 basis points compared with the third quarter of 2008.

Health Net`s selling expenses of $83.3 million in the third quarter of 2009
decreased by approximately $10.0 million compared with the third quarter of
2008, primarily a result of a decrease in commercial membership during the past
12 months.

Balance Sheet

As a result of the pending sale of the company`s Northeast health plans, assets
and liabilities relating to the Northeast business have been reclassified to
either "assets held for sale" or "liabilities held for sale" on the company`s
consolidated balance sheet. A supplemental balance sheet showing the impact of
these reclassifications is included with this press release.

Cash and investments as of September 30, 2009 were approximately $1.8 billion
compared with approximately $2.2 billion as of September 30, 2008, and $2.1
billion as of June 30, 2009. Reserves for claims and other settlements as of
September 30, 2009 were $951.8 million compared with $1.3 billion as of
September 30, 2008. All of these amounts reflect the reclassifications noted
above.

Days claims payable (DCP), including provider and other claims settlements and
charges, capitation payments and Medicare Part D expenses, for the third quarter
of 2009 decreased by 5.3 days to 41.0 days compared with 46.3 days in the third
quarter of 2008, and decreased sequentially by 2.1 days compared with the second
quarter of 2009.

On an adjusted2 basis, DCP in the third quarter of 2009 decreased by 2.2 days to
50.5 days compared with the third quarter of 2008, and decreased by 3.7 days
sequentially. The sequential decline is primarily due to the timing of the
company`s check-runs. At September 30, 2009, the amount of claims processed but
waiting for the weekly check-run decreased by $48.0 million from June 30, 2009.
Reserves for incurred but not reported (IBNR) health care costs were stable in
the third quarter of 2009 compared to the second quarter of 2009.

The company`s debt-to-total capital ratio was 25.8 percent as of September 30,
2009 compared with 27.6 percent as of September 30, 2008 and 25.2 percent as of
June 30, 2009.

Cash Flow

Operating cash flow was $154.4 million in the third quarter of 2009 and was
affected by the company`s receipt of only two of three monthly Medi-Cal
payments. The company received the third payment of $64.8 million in early
October 2009.

"We received $165.0 million in Medicare risk adjuster payments in the third
quarter of 2009 as expected," said Joseph Capezza, Health Net's chief financial
officer. "Therefore, we continue to believe that operating cash flow for the
full year of 2009 will be approximately $325 million to $350 million if we
receive all 12 monthly Medi-Cal payments in calendar year 2009."

2009 Guidance

Including the impact of $100 million to $110 million in expected operations
strategy-related pretax charges and additional charges related to the pending
sale of the Northeast business the company expects to take in 2009, Health Net
expects 2009 full-year GAAP earnings per diluted share of $0.51 to $0.56 based
on expected diluted weighted average shares of 104 to 105 million shares. The
company lowered the top end of its earnings guidance range by $0.05 per diluted
share due to anticipated health care cost pressures in the fourth quarter of
2009 from higher utilization due to the H1N1 flu virus and continued expansion
of its COBRA membership. Therefore, the company expects full-year 2009 earnings
per diluted share of $2.25 to $2.30, excluding the impact of charges.

The company recorded $170.6 million in goodwill and other impairments in the
third quarter of 2009 and expects to record additional impairments in the fourth
quarter of 2009. The company continues to evaluate the impact of the potential
sale of the Northeast business on its 2009 financial results, including
potential loss on sale of the Northeast business, tax benefits, severance costs,
other transaction-related costs and operating costs that will be incurred during
the transition period following the close of the transaction.

The table on the following page updates previously issued full-year 2009
guidance.

Metric 2009 Guidance
Year-end Membership Commercial Risk: -6% to -7% (previously -3% to -5%)

Medicaid: +10% to +12% (previously +6% to +8%)

Medicare Advantage: -1% to -2%

PDP: -13% to -15% (previously -15% to -20%)
Consolidated Revenues $15.5 billion to $16.0 billion
Commercial Yields ~ 8.0% (previously ~ 7.5% - 8.0%)
Commercial ~ 8.0% (previously ~ 7.0 - 7.5%)

Health Care Cost Trends
Selling Cost Ratio ~ 2.9%

Government Contracts Ratio
~ 95.0% to 95.5%

G&A Expense Ratio(a)
~ 9.6% to 9.8%
Tax Rate(a) 38.3% to 38.5% (previously 38.5% to 38.7%)
Weighted-average Fully 104 million to 105 million

Diluted Shares Outstanding
GAAP EPS(b) $0.51 to $0.56 (previously $1.85 to $2.10)

Non-GAAP EPS(a)
$2.25 to $2.30 (previously $2.25 to $2.35)

(a) Excludes the impact of expected operations strategy-related charges of $100 million to $110 million in 2009.

(b) The company is currently evaluating the impact of the potential sale of the Northeast business on its 2009 financial results, including potential loss on sale of the Northeast business, tax benefits, severance costs, other transaction-related costs and operating costs that will be incurred during the transition period following the close of the transaction.

Conference Call

As previously announced, Health Net will discuss the company`s third quarter
2009 results during a conference call on Tuesday, November 3, 2009, beginning at
approximately 11:00 a.m. Eastern time. The conference call should be accessed at
least 15 minutes prior to its start with the following numbers:

866.393.1637 (Domestic) 800.642.1687 (Replay - Domestic)
706.643.5711 (International) 706.645.9291 (Replay - International)

An access code is required for both the live conference call and the replay. The
access code is 31753874. A replay of the conference call will be available
through 12.00 a.m. Eastern time on November 8, 2009. A live webcast and replay
of the conference call also will be available at www.healthnet.com under
"Investor Relations." The conference call webcast is open to all interested
parties. Anyone listening to the company`s conference call will be presumed to
have read Health Net`s Annual Report on Form 10-K for the year ended December
31, 2008, Quarterly Reports on Form 10-Q for the quarters ended March 31, 2009,
and June 30, 2009, and other reports filed by the company from time to time with
the Securities and Exchange Commission.

About Health Net

Health Net, Inc. is among the nation`s largest publicly traded managed health
care companies. Its mission is to help people be healthy, secure and
comfortable. The company`s health plans and government contracts subsidiaries
provide health benefits to approximately 6.6 million individuals across the
country through group, individual, Medicare, Medicaid and TRICARE and Veterans
Affairs programs. Health Net`s behavioral health subsidiary, MHN, provides
mental health benefits to approximately 6.5 million individuals in all 50
states. The company`s subsidiaries also offer managed health care products
related to prescription drugs, and offer managed health care product
coordination for multi-region employers and administrative services for medical
groups and self-funded benefits programs.

For more information on Health Net, Inc., please visit the company`s Web site at
www.healthnet.com.

Cautionary Statements

All statements in this press release, other than statements of historical
information provided herein, may be deemed to be forward-looking statements and
as such are subject to a number of risks and uncertainties. These statements are
based on management`s analysis, judgment, belief and expectation only as of the
date hereof, and are subject to uncertainty and changes in circumstances.
Without limiting the foregoing, statements including the words "believes,"
"anticipates," "plans," "expects," "may," "should," "could," "estimate,"
"intend" and other similar expressions are intended to identify forward-looking
statements. Actual results could differ materially due to, among other things,
any failure to close the pending sale of our Northeast business; costs, fees and
expenses related to the pending sale and proposed post-closing administrative
services; potential termination of our TRICARE North operations; rising health
care costs; a continued decline in the economy; negative prior period claims
reserve developments; investment portfolio impairment charges; volatility in the
financial markets; trends in medical care ratios; unexpected utilization
patterns or unexpectedly severe or widespread illnesses; membership declines;
rate cuts affecting our Medicare or Medicaid businesses; litigation costs;
regulatory issues; operational issues; health care reform; and general business
and market conditions. Additional factors that could cause actual results to
differ materially from those reflected in the forward-looking statements
include, but are not limited to, the risks discussed in the "Risk Factors"
section included within the company`s most recent Annual Report on Form 10-K,
subsequent quarterly reports on Form 10-Q, and the risks discussed in the
company`s other filings with the Securities and Exchange Commission. Readers are
cautioned not to place undue reliance on these forward-looking statements. The
company undertakes no obligation to publicly revise any of its forward-looking
statements to reflect events or circumstances that arise after the date of this
release.

The financial information presented in this press release is unaudited and is
subject to change as a result of subsequent events or adjustments, if any,
arising prior to the filing of the company`s Form 10-Q for the period ended
September 30, 2009.

Footnotes

1Detailed explanations of the non-GAAP financial measures referred to in this
press release and reconciliations to the comparable GAAP measures are included
in the attached financial tables.

2See footnote (a) in the Notes to Consolidated Financial Statements in the
financial schedules attached to this press release for a reconciliation of this
information to the comparable GAAP financial measure.

Health Net, Inc.
Enrollment Data - By State
(In thousands)
Change from
June 30, 2009 September 30, 2008
Sept 30, June 30, Sept 30, Increase/ % Increase/ %
2009 2009 2008 (Decrease) Change (Decrease) Change
California
Large Group 888 908 954 (20 ) (2.2 )% (66 ) (6.9 )%
Small Group and Individual 365 380 431 (15 ) (3.9 )% (66 ) (15.3 )%
Commercial Risk 1,253 1,288 1,385 (35 ) (2.7 )% (132 ) (9.5 )%
ASO 5 3 5 2 66.7 % 0 0.0 %
Total Commercial 1,258 1,291 1,390 (33 ) (2.6 )% (132 ) (9.5 )%
Medicare Advantage 136 134 131 2 1.5 % 5 3.8 %
Medi-Cal 841 827 742 14 1.7 % 99 13.3 %
Total California 2,235 2,252 2,263 (17 ) (0.8 )% (28 ) (1.2 )%

Connecticut
Large Group 92 92 117 0 0.0 % (25 ) (21.4 )%
Small Group and Individual 23 23 26 0 0.0 % (3 ) (11.5 )%
Commercial Risk 115 115 143 0 0.0 % (28 ) (19.6 )%
ASO 25 26 25 (1 ) (3.8 )% 0 0.0 %
Total Commercial 140 141 168 (1 ) (0.7 )% (28 ) (16.7 )%
Medicare Advantage 53 52 57 1 1.9 % (4 ) (7.0 )%
Total Connecticut 193 193 225 0 0.0 % (32 ) (14.2 )%

New York
Large Group 97 97 101 0 0.0 % (4 ) (4.0 )%
Small Group and Individual 146 145 107 1 0.7 % 39 36.4 %
Commercial Risk 243 242 208 1 0.4 % 35 16.8 %
ASO 7 7 11 0 0.0 % (4 ) (36.4 )%
Total Commercial 250 249 219 1 0.4 % 31 14.2 %
Medicare Advantage 2 2 6 0 0.0 % (4 ) (66.7 )%
Total New York 252 251 225 1 0.4 % 27 12.0 %

New Jersey
Large Group 17 19 20 (2 ) (10.5 )% (3 ) (15.0 )%
Small Group and Individual 62 61 55 1 1.6 % 7 12.7 %
Commercial Risk 79 80 75 (1 ) (1.3 )% 4 5.3 %
ASO 3 2 4 1 50.0 % (1 ) (25.0 )%
Total Commercial 82 82 79 0 0.0 % 3 3.8 %
Medicaid 53 51 46 2 3.9 % 7 15.2 %
Total New Jersey 135 133 125 2 1.5 % 10 8.0 %

Arizona
Large Group 59 64 80 (5 ) (7.8 )% (21 ) (26.3 )%
Small Group and Individual 38 39 50 (1 ) (2.6 )% (12 ) (24.0 )%
Commercial Risk 97 103 130 (6 ) (5.8 )% (33 ) (25.4 )%
Medicare Advantage 65 65 67 0 0.0 % (2 ) (3.0 )%
Total Arizona 162 168 197 (6 ) (3.6 )% (35 ) (17.8 )%

Oregon
Large Group 78 86 99 (8 ) (9.3 )% (21 ) (21.2 )%
Small Group and Individual 47 47 38 0 0.0 % 9 23.7 %
Commercial Risk 125 133 137 (8 ) (6.0 )% (12 ) (8.8 )%
Medicare Advantage 24 24 22 0 0.0 % 2 9.1 %
Total Oregon 149 157 159 (8 ) (5.1 )% (10 ) (6.3 )%

Other States
Medicare Advantage 6 7 10 (1 ) (14.3 )% (4 ) (40.0 )%

Medicare PDP (stand-alone) 466 458 538 8 1.7 % (72 ) (13.4 )%

Total Health Plan Enrollment
Large Group 1,231 1,266 1,371 (35 ) (2.8 )% (140 ) (10.2 )%
Small Group and Individual 681 695 707 (14 ) (2.0 )% (26 ) (3.7 )%
Commercial Risk 1,912 1,961 2,078 (49 ) (2.5 )% (166 ) (8.0 )%
ASO 40 38 45 2 5.3 % (5 ) (11.1 )%
Total Commercial 1,952 1,999 2,123 (47 ) (2.4 )% (171 ) (8.1 )%
Medicare Advantage 286 284 293 2 0.7 % (7 ) (2.4 )%
Medicare PDP (stand-alone) 466 458 538 8 1.7 % (72 ) (13.4 )%
Medi-Cal/Medicaid 894 878 788 16 1.8 % 106 13.5 %
Total Health Plans 3,598 3,619 3,742 (21 ) (0.6 )% (144 ) (3.8 )%

TRICARE - North Contract Eligibles 3,040 3,040 2,951 0 0.0 % 89 3.0 %

Health Net, Inc.
Enrollment Data - Line of Business
(In thousands)
Change from
June 30, 2009 September 30, 2008
Sept 30, June 30, Sept 30, Increase/ % Increase/ %
2009 2009 2008 (Decrease) Change (Decrease) Change

Large Group
California 888 908 954 (20 ) (2.2 )% (66 ) (6.9 )%
Connecticut 92 92 117 0 0.0 % (25 ) (21.4 )%
New York 97 97 101 0 0.0 % (4 ) (4.0 )%
New Jersey 17 19 20 (2 ) (10.5 )% (3 ) (15.0 )%
Arizona 59 64 80 (5 ) (7.8 )% (21 ) (26.3 )%
Oregon 78 86 99 (8 ) (9.3 )% (21 ) (21.2 )%
1,231 1,266 1,371 (35 ) (2.8 )% (140 ) (10.2 )%

Small Group and Individual
California 365 380 431 (15 ) (3.9 )% (66 ) (15.3 )%
Connecticut 23 23 26 0 0.0 % (3 ) (11.5 )%
New York 146 145 107 1 0.7 % 39 36.4 %
New Jersey 62 61 55 1 1.6 % 7 12.7 %
Arizona 38 39 50 (1 ) (2.6 )% (12 ) (24.0 )%
Oregon 47 47 38 0 0.0 % 9 23.7 %
681 695 707 (14 ) (2.0 )% (26 ) (3.7 )%

Commercial Risk
California 1,253 1,288 1,385 (35 ) (2.7 )% (132 ) (9.5 )%
Connecticut 115 115 143 0 0.0 % (28 ) (19.6 )%
New York 243 242 208 1 0.4 % 35 16.8 %
New Jersey 79 80 75 (1 ) (1.3 )% 4 5.3 %
Arizona 97 103 130 (6 ) (5.8 )% (33 ) (25.4 )%
Oregon 125 133 137 (8 ) (6.0 )% (12 ) (8.8 )%
1,912 1,961 2,078 (49 ) (2.5 )% (166 ) (8.0 )%

ASO
California 5 3 5 2 66.7 % 0 0.0 %
Connecticut 25 26 25 (1 ) (3.8 )% 0 0.0 %
New York 7 7 11 0 0.0 % (4 ) (36.4 )%
New Jersey 3 2 4 1 50.0 % (1 ) (25.0 )%
40 38 45 2 5.3 % (5 ) (11.1 )%

Total Commercial
California 1,258 1,291 1,390 (33 ) (2.6 )% (132 ) (9.5 )%
Connecticut 140 141 168 (1 ) (0.7 )% (28 ) (16.7 )%
New York 250 249 219 1 0.4 % 31 14.2 %
New Jersey 82 82 79 0 0.0 % 3 3.8 %
Arizona 97 103 130 (6 ) (5.8 )% (33 ) (25.4 )%
Oregon 125 133 137 (8 ) (6.0 )% (12 ) (8.8 )%
1,952 1,999 2,123 (47 ) (2.4 )% (171 ) (8.1 )%

Medicare Advantage
California 136 134 131 2 1.5 % 5 3.8 %
Connecticut 53 52 57 1 1.9 % (4 ) (7.0 )%
New York 2 2 6 0 0.0 % (4 ) (66.7 )%
Arizona 65 65 67 0 0.0 % (2 ) (3.0 )%
Oregon 24 24 22 0 0.0 % 2 9.1 %
Other States 6 7 10 (1 ) (14.3 )% (4 ) (40.0 )%
286 284 293 2 0.7 % (7 ) (2.4 )%

Medi-Cal/Medicaid
California 841 827 742 14 1.7 % 99 13.3 %
New Jersey 53 51 46 2 3.9 % 7 15.2 %
894 878 788 16 1.8 % 106 13.5 %

Medicare PDP (stand-alone) 466 458 538 8 1.7 % (72 ) (13.4 )%

Total Health Plan Enrollment
Large Group 1,231 1,266 1,371 (35 ) (2.8 )% (140 ) (10.2 )%
Small Group and Individual 681 695 707 (14 ) (2.0 )% (26 ) (3.7 )%
Commercial Risk 1,912 1,961 2,078 (49 ) (2.5 )% (166 ) (8.0 )%
ASO 40 38 45 2 5.3 % (5 ) (11.1 )%
Total Commercial 1,952 1,999 2,123 (47 ) (2.4 )% (171 ) (8.1 )%
Medicare Advantage 286 284 293 2 0.7 % (7 ) (2.4 )%
Medicare PDP (stand-alone) 466 458 538 8 1.7 % (72 ) (13.4 )%
Medi-Cal/Medicaid 894 878 788 16 1.8 % 106 13.5 %
Total Health Plans 3,598 3,619 3,742 (21 ) (0.6 )% (144 ) (3.8 )%

TRICARE - North Contract Eligibles 3,040 3,040 2,951 0 0.0 % 89 3.0 %

Health Net, Inc.
Consolidated Statements of Operations
(Amounts in thousands, except per share, PMPM and ratio data)

Quarter Ended Quarter Ended Quarter Ended
September 30, June 30, September 30,
REVENUES: 2008 2009 2009
Health plan services premiums $ 3,072,717 $ 3,152,783 $ 3,166,877
Government contracts 724,323 832,088 758,507
Net investment income 10,204 20,432 27,691
Administrative services fees and other income 11,607 8,387 15,578
3,818,851 4,013,690 3,968,653

EXPENSES:
Health plan services 2,689,790 2,718,039 2,734,984
Government contracts 687,848 791,044 716,323
General and administrative 294,178 332,188 319,451
Selling 93,232 81,359 83,275
Depreciation and amortization 17,255 15,708 12,689
Interest 10,413 11,518 10,264
Impairments on assets held for sale - - 170,570
3,792,716 3,949,856 4,047,556
Income from operations before income taxes 26,135 63,834 (78,903 )
Income tax provision 7,665 23,694 (12,881 )
Net income $ 18,470 $ 40,140 $ (66,022 )

Basic earnings per share $ 0.17 $ 0.39 $ (0.64 )
Diluted earnings per share $ 0.17 $ 0.38 $ (0.64 )

Weighted average shares outstanding:
Basic 105,915 103,854 103,873
Diluted 106,869 104,323 103,873

Pretax margin 0.7 % 1.6 % -2.0 %
Health plan services MCR 87.5 % 86.2 % 86.4 %
Government contracts cost ratio 95.0 % 95.1 % 94.4 %
G&A expense ratio 9.5 % 10.5 % 10.0 %
Selling costs ratio 3.0 % 2.6 % 2.6 %
Days claims payable (a) 46.3 43.1 41.0
Days claims payable - adjusted (a) 52.7 54.2 50.5
Effective tax rate 29.3 % 37.1 % 16.3 %
Health plan services premiums PMPM $ 276.29 $ 295.11 $ 296.16
Health plan services costs PMPM $ 241.86 $ 254.41 $ 255.77

Health Net, Inc.
Reconciliation of Non-GAAP Financial Measures
Operating Results Excluding Charges
(Amounts in thousands, except per share, PMPM and ratio data)

Note: This table presents the company's consolidated operations for the periods presented below and the charges recorded in the consolidated statement of operations. Management believes that the presentation of certain financial information in the attached press release (such as Net investment income, Health plan services expense, General and administrative expense, Income before income taxes, Income tax provision, Net income, Basic and diluted earnings per share, Pretax margin, MCR, G&A expense ratio, and
effective tax rate), excluding the charges that were recorded, all of which are non-GAAP financial information, are important to investors as they exclude special items that are not indicative of our core operating results. Non-GAAP financial information presented below should be considered in addition to, not as a substitute for, financial information prepared in accordance with GAAP.

Quarter Ended September 30, 2008 Quarter Ended June 30, 2009 Quarter Ended September 30, 2009
Excluding Excluding Excluding
Impact of Impact of Impact of Impact of Impact of Impact of
As Reported Charge1 Charge1 As Reported Charge2 Charge2 As Reported Charge3 Charge3
(Non-GAAP) (Non-GAAP) (Non-GAAP)
REVENUES:
Health plan services premiums $ 3,072,717 $ 3,072,717 $ 3,152,783 $ 3,152,783 $ 3,166,877 $ 3,166,877
Government contracts 724,323 724,323 832,088 832,088 758,507 758,507
Net investment income 10,204 (14,642 ) 24,846 20,432 20,432 27,691 27,691
Administrative services fees and other income 11,607 11,607 8,387 8,387 15,578 15,578
3,818,851 (14,642 ) 3,833,493 4,013,690 - 4,013,690 3,968,653 - 3,968,653

EXPENSES:
Health plan services 2,689,790 2,689,790 2,718,039 (2,056 ) 2,720,095 2,734,984 (571 ) 2,735,555
Government contracts 687,848 687,848 791,044 791,044 716,323 716,323
General and administrative 294,178 17,145 277,033 332,188 19,646 312,542 319,451 19,495 299,956
Selling 93,232 93,232 81,359 81,359 83,275 83,275
Depreciation and amortization 17,255 17,255 15,708 15,708 12,689 12,689
Interest 10,413 10,413 11,518 11,518 10,264 10,264
Impairments on assets held for sale - - - - 170,570 170,570 -
3,792,716 17,145 3,775,571 3,949,856 17,590 3,932,266 4,047,556 189,494 3,858,062
Income (loss) from operations before income taxes 26,135 (31,787 ) 57,922 63,834 (17,590 ) 81,424 (78,903 ) (189,494 ) 110,591
Income tax provision (benefit) 7,665 (12,498 ) 20,163 23,694 (6,977 ) 30,671 (12,881 ) (53,890 ) 41,009
Net income (loss) $ 18,470 $ (19,289 ) $ 37,759 $ 40,140 $ (10,613 ) $ 50,753 $ (66,022 ) $ (135,604 ) $ 69,582

Basic earnings (loss) per share $ 0.17 $ (0.19 ) $ 0.36 $ 0.39 $ (0.10 ) $ 0.49 $ (0.64 ) $ (1.31 ) $ 0.67
Diluted earnings (loss) per share $ 0.17 $ (0.18 ) $ 0.35 $ 0.38 $ (0.11 ) $ 0.49 $ (0.64 ) $ (1.31 ) $ 0.67

Weighted average shares outstanding:
Basic 105,915 105,915 103,854 103,854 103,873 103,873
Diluted 106,869 106,869 104,323 104,323 103,873 104,432

Pretax margin 0.7 % -0.8 % 1.5 % 1.6 % -0.4 % 2.0 % -2.0 % -4.8 % 2.8 %
Health plan services MCR 87.5 % 0.0 % 87.5 % 86.2 % -0.1 % 86.3 % 86.4 % 0.0 % 86.4 %
Government contracts cost ratio 95.0 % - 95.0 % 95.1 % - 95.1 % 94.4 % - 94.4 %
G&A expense ratio 9.5 % 0.5 % 9.0 % 10.5 % 0.6 % 9.9 % 10.0 % 0.6 % 9.4 %
Selling costs ratio 3.0 % - 3.0 % 2.6 % - 2.6 % 2.6 % - 2.6 %
Effective tax rate 29.3 % -5.5 % 34.8 % 37.1 % -0.6 % 37.7 % 16.3 % -20.8 % 37.1 %

1 Includes a $14.6 million pretax realized losses from other-than-temporary impairments of investment securities included in net investment income and a $17.1 million pretax charge primarily for severance and other expenses related to the company's operations strategy and included in G&A expenses.

2 Includes a $2.1 million pretax benefit for a litigation reserve true-up included in health plan services expenses and a $19.7 million pretax charge primarily for severance and other expenses related to the company's operations strategy and included in G&A expenses.

3 Includes $0.6 million litigation reserve true-up included in health care costs, a $19.5 million pretax charge primarily for IT systems and other expenses related to the company's operations strategy and included in G&A expenses and a $170.6 million pretax asset impairments for goodwill, intangible and IT-related assets related to the pending sale of our Northeast health plans.

Health Net, Inc.
Consolidated Balance Sheet
(Amounts in thousands, except ratio data)

September 30, June 30, Sept 30,
2008 2009 2009
ASSETS
Current Assets
Cash and cash equivalents $ 340,121 $ 565,856 $ 463,311
Investments - available for sale 1,838,951 1,477,651 1,309,864
Premiums receivable, net 295,854 414,199 307,488
Amounts receivable under government contracts 235,064 279,290 224,495
Incurred but not reported (IBNR) health care costs receivable under TRICARE North contract 307,970 334,104 323,207
Other receivables 107,032 181,563 183,258
Deferred taxes 111,266 77,600 101,043
Assets held for sale - - 848,601
Other assets 238,615 207,383 195,799
Total current assets 3,474,873 3,537,646 3,957,066
Property and equipment, net 228,256 169,925 136,819
Goodwill, net 751,949 751,949 611,886
Other intangible assets, net 96,122 82,698 29,478
Deferred taxes 58,555 67,247 44,119
Investments - available for sale-noncurrent - 60,047 11,435
Other noncurrent assets 132,427 133,501 103,093
Total Assets $ 4,742,182 $ 4,803,013 $ 4,893,896

LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Reserves for claims and other settlements $ 1,348,681 $ 1,243,517 $ 951,778
Health care and other costs payable under government contracts 56,505 76,709 61,037
IBNR health care costs payable under TRICARE North contract 307,970 334,104 323,207
Unearned premiums 197,881 184,881 124,828
Borrowings under amortizing financing facility 26,693 117,999 119,915
Liabilities held for sale - - 355,530
Accounts payable and other liabilities 285,016 352,890 529,740
Total current liabilities 2,222,746 2,310,100 2,466,035
Senior notes payable 398,224 398,378 398,429
Borrowings under amortizing financing facility 119,900 - -
Borrowings under revolving credit facility 100,000 100,000 100,000
Other noncurrent liabilities 206,187 167,993 154,087
Total Liabilities 3,047,057 2,976,471 3,118,551

Stockholders' Equity
Common stock and additional paid-in capital 1,181,481 1,191,021 1,184,905
Treasury common stock, at cost (1,367,302 ) (1,368,825 ) (1,368,854 )
Retained earnings 1,908,565 2,006,275 1,940,253
Accumulated other comprehensive loss (27,619 ) (1,929 ) 19,041
Total Stockholders' Equity 1,695,125 1,826,542 1,775,345
Total Liabilities and Stockholders' Equity $ 4,742,182 $ 4,803,013 $ 4,893,896

Debt-to-Total Capital Ratio 27.6 % 25.2 % 25.8 %

Health Net, Inc.
Supplemental Consolidated Balance Sheet
As of September 30, 2009
(Amounts in thousands, except ratio data)

Note:
Set forth below is a supplemental consolidated balance sheet as of September 30, 2009, which breaks out certain assets and liabilities being held for sale, a portion of which is non-GAAP financial information. Management believes that the presentation of this non-GAAP financial information presented below is important to investors as it shows the assets and liabilities and the related amounts that will no longer be included in our consolidated balance sheet following closing of the pending sale of our
Northeast health plans to UnitedHealth Group. Non-GAAP financial information presented below should be considered in addition to, not as a substitute for, financial information prepared in accordance with GAAP.

Including
Assets/Liabilities
Held for Sale Assets/Liabilities
(Non-GAAP) Held for Sale As Reported
ASSETS
Current Assets
Cash and cash equivalents $ 701,571 $ 238,260 $ 463,311
Investments - available for sale 1,663,264 353,400 1,309,864
Premiums receivable, net 350,390 42,902 307,488
Amounts receivable under government contracts 224,495 224,495
Incurred but not reported (IBNR) health care costs receivable under TRICARE North contract 323,207 323,207
Other receivables 211,840 28,582 183,258
Deferred taxes 114,897 13,854 101,043
Assets held for sale - (848,601 ) 848,601
Other assets 222,496 26,697 195,799
Total current assets 3,812,160 (144,906 ) 3,957,066
Property and equipment, net 136,819 136,819
Goodwill, net 611,886 611,886
Other intangible assets, net 75,630 46,152 29,478
Deferred taxes 62,927 18,808 44,119
Investments - available for sale-noncurrent 17,145 5,710 11,435
Other noncurrent assets 177,329 74,236 103,093
Total Assets $ 4,893,896 $ - $ 4,893,896

LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Reserves for claims and other settlements $ 1,194,947 $ 243,169 $ 951,778
Health care and other costs payable under government contracts 61,037 61,037
IBNR health care costs payable under TRICARE North contract 323,207 323,207
Unearned premiums 169,413 44,585 124,828
Borrowings under amortizing financing facility 119,915 119,915
Liabilities held for sale - (355,530 ) 355,530
Accounts payable and other liabilities 591,056 61,316 529,740
Total current liabilities 2,459,575 (6,460 ) 2,466,035
Senior notes payable 398,429 398,429
Borrowings under amortizing financing facility - -
Borrowings under revolving credit facility 100,000 100,000
Other noncurrent liabilities 160,547 6,460 154,087
Total Liabilities 3,118,551 - 3,118,551

Stockholders' Equity
Common stock and additional paid-in capital 1,184,905 1,184,905
Treasury common stock, at cost (1,368,854 ) (1,368,854 )
Retained earnings 1,940,253 1,940,253
Accumulated other comprehensive loss 19,041 19,041
Total Stockholders' Equity 1,775,345 - 1,775,345
Total Liabilities and Stockholders' Equity $ 4,893,896 $ - $ 4,893,896

Debt-to-Total Capital Ratio 25.8 % 25.8 %

Health Net, Inc.
Consolidated Statements of Cash Flows
(Amounts in thousands)

Quarter Ended Quarter Ended Quarter Ended
September 30, June 30, September 30,
2008 2009 2009

CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ 18,470 $ 40,140 $ (66,022 )
Adjustments to reconcile net income (loss) to net cash
provided by (used in) operating activities:
Amortization and depreciation 17,255 15,708 12,689
Share-based compensation expense 8,216 5,987 (5,025 )
Deferred income taxes 52,249 11,579 (45,976 )
Excess tax benefits from share-based compensation (35 ) - -
Asset and investment impairment charges 15,733 491 170,570
Other changes (4,985 ) 1,140 (5,362 )
Changes in assets and liabilities:
Premiums receivable and unearned premiums 112,741 (20,673 ) 48,341
Other receivables, deferred taxes and other assets (61,547 ) 29,290 (30,470 )
Amounts receivable/payable under government contracts 5,977 (9,039 ) 39,123
Reserves for claims and other settlements (9,075 ) (85,192 ) (48,570 )
Accounts payable and other liabilities (62,558 ) (43,598 ) 85,055
Net cash provided by (used in) operating activities 92,441 (54,167 ) 154,353

CASH FLOWS FROM INVESTING ACTIVITIES:
Sales of investments 154,478 307,407 465,732
Maturities of investments 58,400 51,010 37,355
Purchases of investments (580,780 ) (455,652 ) (520,733 )
Proceeds from sale of property and equipment - - 12
Purchases of property and equipment (7,887 ) (5,081 ) (8,018 )

Net sales and purchases of restricted investments and other 7,661 (41 ) 6,558
Net cash used in investing activities (368,128 ) (102,357 ) (19,094 )

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from exercise of stock options and employee stock purchases 235 - 485
Repurchases of common stock (100,110 ) - (29 )
Excess tax benefits from share-based compensation 35 - -
Borrowings under financing arrangements 200,000 25,000 -
Repayment of borrowings under financing arrangements (245,000 ) (42,444 ) -
Net cash (used in) provided by financing activities (144,840 ) (17,444 ) 456

Net decrease in cash and cash equivalents (420,527 ) (173,968 ) 135,715
Cash and cash equivalents classified as assets held for sale - - (238,260 )
Cash and cash equivalents, beginning of period 760,648 739,824 565,856
Cash and cash equivalents, end of period $ 340,121 $ 565,856 $ 463,311

Health Net, Inc.
Notes to Consolidated Financial Statements

Note:

(a) Management believes that days claims payable (excluding capitation, provider and other claim settlements and Medicare Part D), a non-GAAP financial measure, provides useful information to investors because, in excluding those health care costs for which no or minimal reserves are maintained, it is a more accurate reflection of days claims payable calculated from claims-based reserves than is days claims payable, which does not exclude such costs. This non-GAAP financial information should be considered
in addition to, not as a substitute for, financial information prepared in accordance with GAAP. The following table provides a reconciliation of the differences between days claims payable (excluding capitation, provider and other claim settlements and Medicare Part D) and days claims payable, the most directly comparable financial measure calculated and presented in accordance with GAAP:

Q3 2008 Q2 2009 Q3 2009
(Dollars in millions)
Reserve for Claims and Other Settlements $ 1,348.7 $ 1,243.5 $ 951.8
Add: Reserve for Claims and Other Settlements Held for Sale $ 243.2
Less: Capitation Payable, Provider and Other Claim Settlements and Medicare Part D (245.3 ) (196.9 ) (159.2 )
Adjusted Reserve for Claims and Other Settlements 1,103.4 1,046.6 1,035.8

(1) Average Reserve for Claims and Other Settlements 1,353.2 1,286.1 1,219.3

(2) Average Adjusted Reserve for Claims and Other Settlements 1,084.0 1,089.4 1,041.2

(3) Health Plan Services Cost 2,689.8 2,718.0 2,735.0
Less: Capitation Payable, Provider and Other Claim Settlements and Medicare Part D (796.5 ) (887.4 ) (837.3 )
(4) Adjusted Health Plan Services Cost 1,893.3 1,830.6 1,897.7

(5) Number of Days in Period 92 91 92

= (1) / (3) * (5) Days Claims Payable 46.3 43.1 41.0
= (2) / (4) * (5) Days Claims Payable - Adjusted 52.7 54.2 50.5

Health Net, Inc.
Reconciliation of Reserves for Claims and Other Settlements
(In millions)

Health Plan Services
YTD 9/2009 Year 2008 Year 2007

Reserve for claims (a), beginning of period $ 957.1 $ 838.7 $ 754.2

Incurred claims related to:
Current Year 4,899.5 6,372.2 5,790.7
Prior Years (c) (72.1 ) (8.3 ) 0.6
Total Incurred (b) 4,827.4 6,363.9 5,791.3

Paid claims related to:
Current Year 4,018.2 5,443.2 4,972.3
Prior Years 843.4 802.3 734.5
Total Paid (b) 4,861.6 6,245.5 5,706.8

Reserve for claims (a), end of period 922.9 957.1 838.7
Add:
Claims Payable (d) 183.8 284.8 365.6
Other (e) 88.2 96.2 96.1

Held for Sale Reserve for Claims and other Settlements (f) (243.2 )

Reserves for claims and other settlements, end of period $ 951.7 $ 1,338.1 $ 1,300.4

(a) Consists of incurred but not reported claims and received but unprocessed claims and reserves for loss adjustment expenses.

(b) Includes medical claims only. Capitation, pharmacy and other payments including provider settlements are not included.

(c) This line represents the change in reserves attributable to the difference between the original estimate of incurred claims for prior years and the revised estimate. In developing the revised estimate, there have been no changes in the approach used to determine the key actuarial assumptions, which are the completion factor and medical cost trend. Claims liabilities are estimated under actuarial standards of practice and generally accepted accounting principles. The majority of the reserve balance
held at each quarter-end is associated with the most recent months` incurred services because these are the services for which the fewest claims have been paid. The majority of the adjustments to reserves relate to variables and uncertainties associated with actuarial assumptions. The degree of uncertainty in the estimates of incurred claims is greater for the most recent months` incurred services. Revised estimates for prior years are determined in each quarter based on the most recent updates of paid
claims for prior years.

(d) Includes amount accrued for litigation and regulatory-related expenses.

(e) Includes accrued capitation, shared risk settlements, provider incentives and other reserve items.

(f) Reserves for claims and other settlements related to Northeast business reclassified to liabilities held for sale due to pending sale.

Health Net, Inc.
Investor Contact
Angie McCabe, 818-676-8692
angie.mccabe@healthnet.com
or
Media Contact
Margita Thompson, 818-676-7912
margita.thompson@healthnet.com

Copyright Business Wire 2009