0001104659-03-010256 Sample Contracts

FIRST AMENDMENT TO FIVE YEAR CREDIT AGREEMENT
Five Year Credit Agreement • May 15th, 2003 • Wellpoint Health Networks Inc /De/ • Hospital & medical service plans

THIS FIRST AMENDMENT TO FIVE YEAR CREDIT AGREEMENT (this “Amendment”), dated as of March 28, 2003, is entered into among WELLPOINT HEALTH NETWORKS INC., a Delaware corporation (the “Borrower”), the Lenders identified on the signature pages hereto (the “Lenders”), BANK OF AMERICA, N.A., as administrative agent for the Lenders (in such capacity, the “Administrative Agent”) and JPMORGAN CHASE BANK, as syndication agent (in such capacity, the “Syndication Agent”). Terms used but not otherwise defined herein shall have the meanings provided in the Existing Credit Agreement described below.

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SECOND AMENDMENT TO 364-DAY CREDIT AGREEMENT
Day Credit Agreement • May 15th, 2003 • Wellpoint Health Networks Inc /De/ • Hospital & medical service plans

THIS SECOND AMENDMENT TO 364-DAY CREDIT AGREEMENT (this “Amendment”), dated as of March 28, 2003, is entered into among WELLPOINT HEALTH NETWORKS INC., a Delaware corporation (the “Borrower”), the Lenders identified on the signature pages hereto as the existing Lenders (the “Existing Lenders”), the Lenders identified on the signature pages hereto as the new Lenders (the “New Lenders”), BANK OF AMERICA, N.A., as administrative agent for the Lenders (in such capacity, the “Administrative Agent”) and JPMORGAN CHASE BANK, as syndication agent (in such capacity, the “Syndication Agent”). Terms used but not otherwise defined herein shall have the meanings provided in the Existing Credit Agreement described below.

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