0001054833-05-000045 Sample Contracts

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COVENTRY HEALTH CARE, INC. NON-QUALIFIED STOCK OPTION AGREEMENT
Non-Qualified Stock Option Agreement • March 16th, 2005 • Coventry Health Care Inc • Hospital & medical service plans

We are pleased to notify you that you have been granted an option (“Option”) to purchase _________ shares of the common stock $.01 par value (“Common Stock”) of Coventry Health Care, Inc. (the “Company”) at a price of $______ per share, the closing price of the Common Stock as reported on The New York Stock Exchange on __________, 200___, under the Company’s 2004 Stock Incentive Plan (the “Plan”) by the Board of Directors (the “Board of Directors” or “Board”) of the Company or a Committee of the Board (the “Committee”) administering the Plan, as the case may be. This Option may thereafter be exercised only upon the terms and conditions set forth below.

RESTRICTED STOCK AWARD AGREEMENT ENTERED INTO UNDER THE 2004 STOCK INCENTIVE PLAN OF COVENTRY HEALTH CARE, INC.
Restricted Stock Award Agreement • March 16th, 2005 • Coventry Health Care Inc • Hospital & medical service plans • Maryland

THIS RESTRICTED STOCK AWARD AGREEMENT (“Agreement”) is made and entered into as of the _____ day of _____, 20___ by and between COVENTRY HEALTH CARE, INC., a Delaware corporation, (the “Company”) and _______________ (“Holder”).

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