Elevance Health (ELV) 10-K 18 Feb 10 2009 FY Annual report Financial data

Statement Of Financial Position

Statement Of Financial Position Classified (USD $)
In Millions	Dec. 31, 2009	Dec. 31, 2008
Current assets:
Cash and cash equivalents	4816.1	2183.9
Investments available-for-sale, at fair value:
Fixed maturity securities (amortized cost of $15,203.1 and $1,538.6)	15696.9	1564.8
Equity securities (cost of $799.1 and $1,293.0)	1010.7	1,088
Other invested assets, current	26.5	23.6
Accrued investment income	172.8	172.8
Premium and self-funded receivables	3,281	3042.9
Other receivables	879.5	1373.9
Income tax receivable	0	159.9
Securities lending collateral	394.8	529
Deferred tax assets, net	523.8	779
Other current assets	1268.6	1212.2
Total current assets	28070.7	12,130
Long-term investments available-for-sale, at fair value:
Fixed maturity securities (amortized cost of $223.0 and $12,401.3)	230.4	11808.4
Equity securities (cost of $33.4 and $34.7)	32.5	30.7
Other invested assets, long-term	775.3	703.2
Property and equipment, net	1099.6	1054.5
Goodwill	13264.6	13461.3
Other intangible assets	8259.3	8827.2
Other noncurrent assets	393	387.9
Total assets	52125.4	48403.2
Policy liabilities:
Medical claims payable	5450.5	6184.7
Reserves for future policy benefits	62.6	64.5
Other policyholder liabilities	1617.6	1626.8
Total policy liabilities	7130.7	7,876
Unearned income	1,050	1087.7
Accounts payable and accrued expenses	2994.1	2856.5
Income tax payable	1228.7	0
Security trades pending payable	37.6	5.8
Securities lending payable	396.6	529
Short-term borrowings	0	98
Current portion of long-term debt	60.8	909.7
Other current liabilities	1775.2	1657.6
Total current liabilities	14673.7	15020.3
Long-term debt, less current portion	8338.3	7833.9
Reserves for future policy benefits, noncurrent	664.6	664.7
Deferred tax liabilities, net	2470.4	2098.9
Other noncurrent liabilities	1115.1	1353.7
Total liabilities	27262.1	26971.5
Shareholders' equity
Preferred stock, without par value, shares authorized-100,000,000; shares issued and outstanding-none	0	0
Common stock, par value $0.01, shares authorized-900,000,000; shares issued and outstanding: 449,789,672 and 503,230,575	4.5	5
Additional paid-in capital	15192.2	16,843
Retained earnings	9598.5	5479.4
Accumulated other comprehensive income (loss)	68.1	-895.7
Total shareholders' equity	24863.3	21431.7
Total liabilities and shareholders' equity	52125.4	48403.2

1_Statement Of Financial Positi

Statement Of Financial Position Classified (Parenthetical) (USD $)
In Millions, except Share data	Dec. 31, 2009	Dec. 31, 2008
Fixed maturity securities, amortized cost	15203.1	1538.6
Equity securities, cost	799.1	1,293
Fixed maturity securities, amortized cost	223	12401.3
Equity securities, cost	33.4	34.7
Preferred stock, par value	$0	$0
Preferred stock, shares authorized	100,000,000	100,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	0.01	0.01
Common stock, shares authorized	900,000,000	900,000,000
Common stock, shares issued	449,789,672	503,230,575
Common stock, shares outstanding	449,789,672	503,230,575

Statement Of Income Insurance B

Statement Of Income Insurance Based Revenue (USD $)
In Millions, except Per Share data	12 Months Ended Dec. 31, 2009	12 Months Ended Dec. 31, 2008	12 Months Ended Dec. 31, 2007
Revenues
Premiums	$56,382	$57,101	$55,865
Administrative fees	3840.3	3836.6	3673.6
Other revenue	606.3	641.6	617
Total operating revenue	60828.6	61579.2	60155.6
Net investment income	801	851.1	1001.1
Gain on sale of business	3792.3	0	0
Net realized gains on investments	56.4	28.7	270.9
Other-than-temporary impairment losses on investments:
Total other-than-temporary impairment losses on investments	-538.4	-1207.9	-259.7
Portion of other-than-temporary impairment losses recognized in other comprehensive income	88.2	0	0
Other-than-temporary impairment losses recognized in income	-450.2	-1207.9	-259.7
Total revenues	65028.1	61251.1	61167.9
Expenses
Benefit expense	46571.1	47742.4	46037.2
Selling, general and administrative expense:
Selling expense	1685.5	1778.4	1716.8
General and administrative expense	7973.6	7242.1	6984.7
Total selling, general and administrative expense	9659.1	9020.5	8701.5
Cost of drugs	419	468.5	432.7
Interest expense	447.4	469.8	447.9
Amortization of other intangible assets	266	286.1	290.7
Impairment of goodwill and other intangible assets	262.5	141.4	0
Total expenses	57625.1	58128.7	55,910
Income before income tax expense	7,403	3122.4	5257.9
Income tax expense	2657.1	631.7	1912.5
Net income	4745.9	2490.7	3345.4
Net income per share
Basic	9.96	4.79	5.64
Diluted	9.88	4.76	5.56

Statement Of Cash Flows Indirec

Statement Of Cash Flows Indirect Investment Based Operations (USD $)
In Millions	12 Months Ended Dec. 31, 2009	12 Months Ended Dec. 31, 2008	12 Months Ended Dec. 31, 2007
Operating activities
Net income	4745.9	2490.7	3345.4
Adjustments to reconcile net income to net cash provided by operating activities:
Net realized gains on investments	-56.4	-28.7	-270.9
Other-than-temporary impairment losses recognized in income	450.2	1207.9	259.7
Loss on disposal of assets	16.4	7.2	11.3
Gain on sale of business	-3792.3	0	0
Deferred income taxes	61.3	-481.4	-105.5
Amortization, net of accretion	446.4	466.3	466
Depreciation expense	107.1	105.4	120.2
Impairment of goodwill and other intangible assets	262.5	141.4	0
Share-based compensation	153.6	156	177.1
Excess tax benefits from share-based compensation	-9.6	(16)	-153.3
Changes in operating assets and liabilities, net of effect of business combinations and divestitures:
Receivables, net	-484.2	-558.7	-448.6
Other invested assets, current	-62.5	103.3	(3)
Other assets	-119.3	-340.2	174.4
Policy liabilities	-748.2	194.9	257.7
Unearned income	-27.3	-26.7	125.5
Accounts payable and accrued expenses	952.8	-106.3	-235.2
Other liabilities	-248.8	(797)	176.5
Income taxes	1391.4	-47.3	447.3
Other, net	-0.1	64.6	0
Net cash provided by operating activities	3038.9	2535.4	4344.6
Investing activities
Purchases of fixed maturity securities	-7186.8	-5691.2	(8,512)
Proceeds from fixed maturity securities:
Sales	4096.6	5194.9	6,709
Maturities, calls and redemptions	1551.7	1669.6	1618.4
Purchases of equity securities	-318.9	-1327.5	-1389.2
Proceeds from sales of equity securities	577.3	1083.1	1411.7
Purchases of other invested assets	(49)	(145)	-102.4
Proceeds from sales of other invested assets	3.5	32.8	10.4
Changes in securities lending collateral	132.4	325.1	50.6
Purchases of subsidiaries, net of cash acquired	-66.3	-197.7	-298.5
Proceeds from sales of subsidiaries, net of cash sold	4672.3	5	0
Purchases of property and equipment	-378.4	-345.6	(322)
Proceeds from sale of property and equipment	0.4	12.7	57.3
Other, net	(32)	0	-2.2
Net cash provided by (used in) investing activities	3002.8	616.2	-768.9
Financing activities
Net (repayments of) proceeds from commercial paper borrowings	(397)	-900.6	502.8
Proceeds from long-term borrowings	990.3	525	1978.3
Net (repayments of) proceeds from short-term borrowings	(98)	98	0
Repayment of long-term borrowings	-919.3	-38.7	-509.7
Changes in securities lending payable	-132.4	-325.1	-50.6
Changes in bank overdrafts	-344.1	44.8	-117.1
Repurchase and retirement of common stock	-2638.4	-3276.2	-6151.4
Proceeds from exercise of employee stock options and employee stock purchase plan	126.5	121.2	784.5
Excess tax benefits from share-based compensation	9.6	16	153.3
Net cash used in financing activities	-3402.8	-3735.6	-3409.9
Effect of foreign exchange rates on cash and cash equivalents	-6.7	0	0
Change in cash and cash equivalents	2632.2	(584)	165.8
Cash and cash equivalents at beginning of year	2183.9	2767.9	2602.1
Cash and cash equivalents at end of year	4816.1	2183.9	2767.9

Statement Of Shareholders Equit

Statement Of Shareholders Equity And Other Comprehensive Income (USD $)
In Millions	Common Stock	Additional Paid-in Capital	Retained Earnings	Accumulated Other Comprehensive Income (Loss)	Total
Beginning Balance at Dec. 31, 2006	6.1	19863.5	4656.1	50.1	24575.8
Beginning Balance (in shares) at Dec. 31, 2006	615.5
Net income			3345.4		3345.4
Change in net unrealized gains/losses on investments				2.2	2.2
Change in net unrealized gains/losses on cash flow hedges				-2.4	-2.4
Change in net periodic pension and postretirement costs				106.2	106.2
Repurchase and retirement of common stock (in shares)	-76.9
Repurchase and retirement of common stock	-0.8	-2538.3	-3612.3		-6151.4
Issuance of common stock under employee stock plans, net of related tax benefit (in shares)	17.6
Issuance of common stock under employee stock plans, net of related tax benefit	0.3	1115.9			1116.2
Adoption of FASB guidance on uncertain tax positions			-1.6		-1.6
Ending Balance (in shares) at Dec. 31, 2007	556.2
Ending Balance at Dec. 31, 2007	5.6	18441.1	4387.6	156.1	22990.4
Net income			2490.7		2490.7
Change in net unrealized gains/losses on investments				-662.4	-662.4
Change in net unrealized gains/losses on cash flow hedges				-0.5	-0.5
Change in net periodic pension and postretirement costs				-388.1	-388.1
Adoption of FASB measurement date provisions				-0.8	-0.8
Repurchase and retirement of common stock (in shares)	-56.4
Repurchase and retirement of common stock	-0.6	-1879.1	-1396.5		-3276.2
Issuance of common stock under employee stock plans, net of related tax benefit (in shares)	3.4
Issuance of common stock under employee stock plans, net of related tax benefit		281			281
Adoption of FASB retirement benefits guidance			-1.3		-1.3
Adoption of FASB measurement date provisions			-1.1		-1.1
Ending Balance (in shares) at Dec. 31, 2008	503.2
Ending Balance at Dec. 31, 2008	5	16,843	5479.4	-895.7	21431.7
Cumulative effect of adoption of FASB OTTI guidance, net of taxes			88.9	-88.9	0
Net income			4745.9		4745.9
Change in net unrealized gains/losses on investments				1055.2	1055.2
Non-credit component of other-than-temporary impairment losses on investments, net of taxes				-20.7	-20.7
Change in net unrealized gains/losses on cash flow hedges				-2.3	-2.3
Change in net periodic pension and postretirement costs				19.3	19.3
Foreign currency translation adjustments				1.2	1.2
Repurchase and retirement of common stock (in shares)	-57.3
Repurchase and retirement of common stock	-0.5	-1922.2	-715.7		-2638.4
Issuance of common stock under employee stock plans, net of related tax benefit (in shares)	3.9
Issuance of common stock under employee stock plans, net of related tax benefit		271.4			271.4
Ending Balance (in shares) at Dec. 31, 2009	449.8
Ending Balance at Dec. 31, 2009	4.5	15192.2	9598.5	68.1	24863.3

Organization

Organization
	12 Months Ended Dec. 31, 2009 USD / shares
Organization	1. Organization References to the terms we, our, us, WellPoint or the Company used throughout these Notes to Consolidated Financial Statements refer to WellPoint, Inc., an Indiana corporation, and unless the context otherwise requires, its direct and indirect subsidiaries. We are the largest health benefits company in terms of commercial membership in the United States, serving 33.7 medical members as of December31, 2009. We offer a broad spectrum of network-based managed care plans to large and small employer, individual, Medicaid and senior markets. Our managed care plans include: preferred provider organizations, or PPOs; health maintenance organizations, or HMOs; point-of-service, or POS, plans; traditional indemnity plans and other hybrid plans, including consumer-driven health plans, or CDHPs; and hospital only and limited benefit products. In addition, we provide a broad array of managed care services to self-funded customers, including claims processing, underwriting, stop loss insurance, actuarial services, provider network access, medical cost management, disease management, wellness programs and other administrative services. We also provide an array of specialty and other products and services such as life and disability insurance benefits, dental, vision, behavioral health benefit services, radiology benefit management, analytics-driven personal health care guidance, long-term care insurance and flexible spending accounts. We are licensed to conduct insurance operations in all 50 states through our subsidiaries. We are an independent licensee of the Blue Cross and Blue Shield Association, or BCBSA, an association of independent health benefit plans. We serve our members as the Blue Cross licensee for California; the Blue Cross and Blue Shield, or BCBS, licensee for Colorado, Connecticut, Georgia, Indiana, Kentucky, Maine, Missouri (excluding 30 counties in the Kansas City area), Nevada, New Hampshire, New York (as the BCBS licensee in 10 New York City metropolitan and surrounding counties and as the Blue Cross or BCBS licensee in selected upstate counties only), Ohio, Virginia (excluding the Northern Virginia suburbs of Washington, D.C.) and Wisconsin. In a majority of these service areas we do business as Anthem Blue Cross, Anthem Blue Cross Blue Shield or Empire Blue Cross Blue Shield (in our New York service areas). We also serve customers throughout much of the country as UniCare.

Basis of Presentation and Signi

Basis of Presentation and Significant Accounting Policies
	12 Months Ended Dec. 31, 2009 USD / shares
Basis of Presentation and Significant Accounting Policies	2. Basis of Presentation and Significant Accounting Policies Basis of Presentation: The accompanying consolidated financial statements include the accounts of WellPoint and its subsidiaries and have been prepared in conformity with U.S. generally accepted accounting principles, or GAAP. All significant intercompany accounts and transactions have been eliminated in consolidation. Certain of our subsidiaries operate outside of the United States and have functional currencies other than the U.S. dollar, or USD. We translate the assets and liabilities of those subsidiaries to USD using the exchange rate in effect at the end of the period. We translate the revenues and expenses of those subsidiaries to USD using the average exchange rates in effect during the period. The net effect of these translation adjustments is included in Foreign currency translation adjustments in our consolidated statements of shareholders equity. In June 2009, the Financial Accounting Standards Board, or FASB, established the FASB Accounting Standards Codification, or Codification, as the source of authoritative GAAP recognized by the FASB to be applied by nongovernmental entities in the preparation of financial statements. Rules and interpretive releases of the U.S. Securities and Exchange Commission, or SEC, under authority of federal securities laws are also sources of authoritative GAAP for SEC registrants. The Codification became effective for us on September30, 2009, and supersedes all then-existing non-SEC accounting and reporting standards. All other non-grandfathered non-SEC accounting literature not included in the Codification became non-authoritative. The Codification does not change or alter existing GAAP and, therefore, the adoption of the Codification did not have any impact on our consolidated financial position and results of operations. Use of Estimates: The preparation of consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the amounts reported in our consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Cash Equivalents: All highly liquid investments with maturities of three months or less when purchased are classified as cash equivalents. Investments: In April 2009, the FASB issued guidance for recognition and presentation of other-than-temporary impairment, or FASB OTTI guidance. FASB OTTI guidance applies to fixed maturity securities only and provides new guidance on the recognition and presentation of other-than-temporary impairments. In addition, FASB OTTI guidance requires additional disclosures related to other-than-temporary impairments. Under this revised guidance, if a fixed maturity security is in an unrealized loss position and we have the intent to sell the fixed maturity security, or it is more likely than not that we will have to sell the fixed maturity security before recovery of its amortized cost basis, the decline in value is deemed to be other-than-temporary and is recorded to other-than-temporary impairment losses recognized in income in our consolidated income statements. For impaired fixe

Business Combinations and Dives

Business Combinations and Divestitures
	12 Months Ended Dec. 31, 2009 USD / shares
Business Combinations and Divestitures	3. Business Combinations and Divestitures In December 2007, the FASB issued guidance for business combinations and noncontrolling interests in consolidated financial statements. We adopted the FASB guidance simultaneously on January1, 2009. Adoption of the FASB guidance did not have an impact on our consolidated financial statements; however, these new standards significantly change the accounting for and reporting of business combinations and noncontrolling (minority) interest transactions completed after January1, 2009. In addition, some of the provisions of the FASB guidance also impact the prospective accounting for business combinations and noncontrolling interest transactions completed prior to January1, 2009. Significant changes from prior practice include the requirement that the fair value of the acquirers equity securities transferred as consideration be determined on the acquisition date; the requirement to expense acquisition related transaction and restructuring costs; the requirement that changes in acquired deferred tax valuation allowances and income tax uncertainties after the measurement period be expensed; and the need to recognize contingent consideration at its fair value on the acquisition date. The FASB guidance also requires certain financial statement disclosures to enable users to evaluate and understand the nature and financial effects of the business combination. Acquisition of DeCare Dental, LLC On April9, 2009, we completed our acquisition of DeCare Dental, LLC, or DeCare, a wholly-owned subsidiary of DeCare International.DeCare is one of the countrys largest administrators of dental benefit plans and provides services directly and through partnerships and administrative agreements with ten dental insurance brands, primarily as a third party administrator. DeCare manages benefits for approximately four million people and is expected to provide our customers with innovative dental products and enhanced customer service. The acquisition was accounted for using the acquisition method of accounting.Accordingly, the results of operations of DeCare have been included in our consolidated results for periods following April9, 2009. Sale of PBM Business On December1, 2009, we sold our pharmacy benefits management subsidiaries, or PBM business, to Express Scripts, Inc., or Express Scripts, and received $4,675.0 in cash, subject to customary working capital adjustments. The pre-tax gain on the sale was $3,792.3. We also entered into a 10-year contract for Express Scripts to provide PBM services to our members. The results of operations of our PBM business have been included in our consolidated results through November30, 2009. Components of the gain on sale are as follows: Proceeds $ 4,675.0 Book value of PBM business (696.6 ) Other transaction costs (186.1 ) Pre-tax gain on sale 3,792.3 Tax expense (1,431.1 ) Net gain on sale $ 2,361.2 Other transaction costs include charges for systems conversions, investment banking, legal and accounting services and employee related costs.

Investments

Investments
	12 Months Ended Dec. 31, 2009 USD / shares
Investments	4. Investments A summary of current and long-term investments, available-for-sale, is as follows: Cost or Amortized Cost Gross Unrealized Gains GrossUnrealizedLosses Estimated Fair Value Non-Credit Componentof Other-Than- Temporary Impairments Recognized in AOCI 12Months or Less Greaterthan 12 Months December31, 2009: Fixed maturity securities: United States Government securities $ 715.4 $ 14.8 $ (2.4 ) $ (0.2 ) $ 727.6 $ Government sponsored securities 632.8 8.3 (0.4 ) 640.7 States, municipalities and political subdivisionstax-exempt 4,019.4 167.0 (5.7 ) (34.4 ) 4,146.3 (0.5 ) Corporate securities 6,219.3 352.2 (12.9 ) (34.5 ) 6,524.1 (3.3 ) Options embedded in convertible debt securities 88.3 88.3 Residential mortgage-backed securities 3,295.0 120.0 (7.9 ) (47.0 ) 3,360.1 (9.0 ) Commercial mortgage-backed securities 137.6 3.6 (0.1 ) (4.9 ) 136.2 Other debt obligations 318.3 8.7 (1.1 ) (21.9 ) 304.0 (5.7 ) Total fixed maturity securities 15,426.1 674.6 (30.5 ) (142.9 ) 15,927.3 $ (18.5 ) Equity securities 832.5 221.9 (11.2 ) 1,043.2 Total investments, available-for-sale $ 16,258.6 $ 896.5 $ (41.7 ) $ (142.9 ) $ 16,970.5 December31, 2008: Fixed maturity securities: United States Government securities $ 544.5 $ 46.2 $ (1.3 ) $ $ 589.4 Government sponsored securities 205.2 10.4 215.6 States, municipalities and political subdivisionstax-exempt 3,880.9 78.9 (86.1 ) (58.6 ) 3,815.1 Corporate securities 5,193.0 58.3 (355.7 ) (121.9 ) 4,773.7 Options embedded in convertible debt securities 39.9 39.9 Residential mortgage-backed securities 3,527.3 114.1 (114.4 ) (43.2 ) 3,483.8 Commercial mortgage-backed securities 169.5 (9.2 ) (7.5 ) 152.8 Other debt obligations 379.6 0.2 (23.7 ) (53.2 ) 302.9 Total fixed maturity securities 13,939.9 308.1 (590.4 ) (284.4 ) 13,373.2 Equity securities 1,327.7 25.8 (234.8 ) 1,118.7 Total investments, available-for-sale $ 15,267.6 $ 333.9 $ (825.2 ) $ (284.4 ) $ 14,491.9 At December31, 2009, we owned $3,496.3 of mortgage-backed securities and $304.0 of asset-backed securities out of a total

Derivative Financial Instrument

Derivative Financial Instruments
	12 Months Ended Dec. 31, 2009 USD / shares
Derivative Financial Instruments	5. Derivative Financial Instruments A summary of the aggregate contractual or notional amounts and estimated fair values related to derivative financial instruments is as follows: December31, 2009 Contractual/ Notional Amount Balance Sheet Location Estimated Fair Value Asset (Liability) Hedging instruments Swaps $ 1,775.0 Other noncurrent assets/Other noncurrent liabilities $ 85.1 $ (0.3 ) Non-hedging instruments Derivatives embedded in convertible debt securities 359.5 Fixed maturity securities 88.3 Credit default swaps 19.3 Equity securities (0.2 ) Options Equity securities Futures Equity securities Foreign currency derivatives Other current assets Subtotal non-hedging 378.8 88.3 (0.2 ) Total derivatives $ 2,153.8 $ 173.4 $ (0.5 ) For the years ended December31, 2009, 2008 and 2007, we recognized net realized gains (losses) related to derivative financial instruments of $41.9, $(3.2) and $10.4, respectively. Fair Value Hedges During the year ended December31, 2009, we entered into a fair value hedge with a total notional value of $600.0. The hedge is an interest rate swap agreement to receive a fixed 5.000% rate and pay a LIBOR-based floating rate and expires on January15, 2011. During the year ended December31, 2008, we terminated two interest rate swaps of our fixed rate debt for which the counterparty was Lehman. As described in Note 4, Lehman filed for bankruptcy protection on September15, 2008. We recognized a $2.1 impairment of these fair value hedges as net realized losses on investments during the year ended December31, 2008, which is included in the total net realized losses related to derivative financial instruments of $3.2. During the year ended December31, 2006, we entered into two fair value hedges with a total notional value of $440.0. The first hedge is a $240.0 notional amount interest rate swap agreement to receive a fixed 6.800% rate and pay a LIBOR-based floating rate and expires on August1, 2012. The second hedge is a $200.0 notional amount interest rate swap agreement to receive a fixed 5.000% rate and pay a LIBOR-based floating rate and expires on December15, 2014. During the year ended December31, 2005, we entered into two fair value hedges with a total notional value of $660.0. The first hedge is a $360.0 notional amount interest rate swap agreement to exchange a fixed 6.800% rate for a LIBOR-based floating rate and expires on August1, 2012. The second hedge is a $300.0 notional amount interest rate swap agreement to exchange a fixed 5.000% rate for LIBOR-based floating rate and expires December15, 2014. A summary of the effect of fair value hedges on our income statement for the year ended December31, 2009 is as follows: Type of Fair Value Hedge IncomeStatement Location of Derivative Gain (Loss) Hedge Gain(Loss) Recognized HedgedItem

Fair Value

Fair Value
	12 Months Ended Dec. 31, 2009 USD / shares
Fair Value	6. Fair Value Assets and liabilities recorded at fair value in the consolidated balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair value. Level inputs, as defined by FASB guidance for fair value measurements and disclosures, are as follows: LevelInput: Input Definition: Level I Inputs are unadjusted, quoted prices for identical assets or liabilities in active markets at the measurement date. Level II Inputs other than quoted prices included in Level I that are observable for the asset or liability through corroboration with market data at the measurement date. LevelIII Unobservable inputs that reflect managements best estimate of what market participants would use in pricing the asset or liability at the measurement date. The following methods and assumptions were used to determine the fair value of each class of assets and liabilities recorded at fair value in the consolidated balance sheets: Cash equivalents: Cash equivalents primarily consist of highly rated money market funds with maturities of three months or less, and are purchased daily at par value with specified yield rates. Due to the high ratings and short-term nature of the funds, we consider all cash equivalents as Level I inputs. Fixed maturity securities, available-for-sale: Fair values of available-for-sale fixed maturity securities are based on quoted market prices, where available. These fair values are obtained primarily from third party pricing services, which generally use Level I or Level II inputs, in accordance with FASB guidance, for the determination of fair value to facilitate fair value measurements and disclosures. United States Government securities represent Level I securities, while Level II securities primarily include corporate securities, securities from states, municipalities and political subdivisions and residential mortgage-backed securities. We obtain only one quoted price for each security from third party pricing services, which are derived through recently reported trades for identical or similar securities making adjustments through the reporting date based upon available market observable information. For securities not actively traded, the third party pricing services may use quoted market prices of comparable instruments or discounted cash flow analyses, incorporating inputs that are currently observable in the markets for similar securities. Inputs that are often used in the valuation methodologies include, but are not limited to, broker quotes, benchmark yields, credit spreads, default rates and prepayment speeds. We also have certain fixed maturity securities, primarily corporate debt and other fixed maturity securities, that are designated Level III securities. For these securities, the valuation methodologies may incorporate broker quotes or assumptions for benchmark yields, credit spreads, default rates and prepayment speeds that are not observable in the markets. As we are responsible for the determination of fair value, we perform monthly analysis on the prices received from third parties to determine whether the prices

Income Taxes

Income Taxes
	12 Months Ended Dec. 31, 2009 USD / shares
Income Taxes	7. Income Taxes The components of deferred income taxes at December31 are as follows: 2009 2008 Deferred tax assets relating to: Retirement benefits $ 425.9 $ 470.2 Accrued expenses 551.5 485.5 Alternative minimum tax and other credits 5.6 5.6 Insurance reserves 227.3 284.2 Net operating loss carryforwards 42.9 52.8 Bad debt reserves 110.0 96.5 Depreciation and amortization 4.4 14.4 State income tax 51.8 56.4 Deferred compensation 78.6 88.6 Investment basis difference 179.2 376.3 Unrealized losses on securities 277.7 Other 58.5 31.7 Total deferred tax assets 1,735.7 2,239.9 Valuation allowance (11.2 ) (12.8 ) Total deferred tax assets, net of valuation allowance 1,724.5 2,227.1 Deferred tax liabilities relating to: Unrealized gains on securities 263.1 Acquisition related: Goodwill and other acquisition related liabilities 30.3 33.0 Trademarks and other non-amortizable intangibles 2,236.6 2,336.0 Subscriber base, provider and hospital networks 623.3 731.0 Internally developed software and other amortization differences 150.4 120.0 Investment basis difference 1.8 6.8 Retirement benefits 197.8 153.3 State deferred tax 43.0 46.1 Other 124.8 120.8 Total deferred tax liabilities 3,671.1 3,547.0 Net deferred tax liability $ (1,946.6 ) $ (1,319.9 ) Deferred tax assetcurrent $ 523.8 $ 779.0 Deferred tax liabilitynoncurrent (2,470.4 ) (2,098.9 ) Net deferred tax liability $ (1,946.6 ) $ (1,319.9 ) The valuation allowance is primarily attributable to the uncertainty of alternative minimum tax credits and net operating loss carryforwards. As deferred tax assets related to these types of deductions are recognized in the tax return, the valuation allowance is no longer required and is reduced. Significant components of the provision for income taxes for the years ended December31, consist of the following: 2009 2008 2007 Current tax expense: Federal $ 2,516.2 $ 1,506.7 $ 1,963.1 State and local 87.1 125.9 116.9 Total current tax expense 2,603.3 1,632.6 2,080.0 Deferred tax expense (benefit) 53.8 (1,000.9 ) (167.5 ) Total income tax expense $ 2,657.1 $ 631.7 $ 1,912.5 A reconciliation of income tax expense recorded in the consolidated statements of income and amounts computed at the statutory federal income tax rate for the years ended December31, is as follows: 2009 2008 2007 Amount Percent Amount

Property and Equipment

Property and Equipment
	12 Months Ended Dec. 31, 2009 USD / shares
Property and Equipment	8. Property and Equipment A summary of property and equipment at December31 is as follows: 2009 2008 Land and improvements $ 51.9 $ 52.7 Building and components 384.4 388.5 Data processing equipment, furniture and other equipment 706.9 734.7 Computer software, purchased and internally developed 1,055.3 936.9 Leasehold improvements 161.6 169.7 2,360.1 2,282.5 Accumulated depreciation and amortization (1,260.5 ) (1,228.0 ) Property and equipment, net $ 1,099.6 $ 1,054.5 Property and equipment includes assets purchased under noncancelable capital leases of $50.1 and $60.5 at December31, 2009 and 2008, respectively. Total accumulated amortization on leased assets at December31, 2009 and 2008 was $44.0 and $48.1, respectively. Depreciation expense for 2009, 2008 and 2007 was $107.1, $105.4 and $120.2, respectively. Amortization expense on leased assets, computer software and leasehold improvements for 2009, 2008 and 2007 was $184.3, $172.0 and $146.7, respectively, which includes amortization expense on computer software, both purchased and internally developed, for 2009, 2008 and 2007 of $158.8, $146.1 and $130.2, respectively. Capitalized costs related to the internal development of software of $820.2 and $656.0 at December31, 2009 and 2008, respectively, are reported with computer software.

Goodwill and Other Intangible A

Goodwill and Other Intangible Assets
	12 Months Ended Dec. 31, 2009 USD / shares
Goodwill and Other Intangible Assets	9. Goodwill and Other Intangible Assets A summary of the change in the carrying amount of goodwill by reportable segment (see Note 19) for 2009 and 2008 is as follows: Commercial Consumer Other Total Balance as of December31, 2007 $ 9,946.6 $ 3,321.0 $ 167.8 $ 13,435.4 Goodwill acquired 126.5 35.0 161.5 Purchase price allocation adjustments (98.4 ) (34.5 ) (2.7 ) (135.6 ) Balance as of December31, 2008 9,974.7 3,321.5 165.1 13,461.3 UniCare goodwill impairment (41.0 ) (41.0 ) Sale of PBM business (165.1 ) (165.1 ) Goodwill acquired 14.4 14.4 Purchase price allocation adjustments (4.0 ) (1.0 ) (5.0 ) Balance as of December31, 2009 $ 9,944.1 $ 3,320.5 $ $ 13,264.6 As required by FASB guidance, we completed our annual impairment tests of existing goodwill and other intangible assets with indefinite lives during the fourth quarters of 2009, 2008 and 2007. The guidance also requires interim impairment testing to be performed when there is the existence of potential impairment indicators. These tests involve the use of estimates related to the fair value of the goodwill and intangible assets with indefinite lives. These tests required a significant degree of management judgment and the use of subjective assumptions. The fair values were estimated using the income and market value valuation methods, incorporating Level III internal estimates for inputs, including, but not limited to, revenue projections, income projections, cash flows and discount rates. The annual impairment tests are performed in the fourth quarter and, thus, are performed after the recognition of the impairments discussed in the following paragraphs. As a result of a strategic action, on October28, 2009, we announced that we entered into a member transition agreement with Health Care Service Corporation, or HCSC, which operates as Blue Cross and Blue Shield in Illinois and Texas. Under this agreement, HCSC offered guaranteed replacement coverage to our UniCare commercial group and individual members in those states. In the fourth quarter of 2009, commensurate with the expected transition of our Illinois and Texas UniCare commercial group and individual members to HCSC, we identified and recorded a pre-tax goodwill impairment charge of $41.0. The goodwill in our Other segment related entirely to our PBM business that was sold to Express Scripts on December1, 2009. Goodwill acquired in 2009 included $14.4 related to the DeCare acquisition. Goodwill adjustments in 2009 included a reduction of $3.6 related to the tax benefit on the exercise of stock options issued as part of various acquisitions and a decrease of $1.4 related to other purchase accounting adjustments. Goodwill acquired in 2008 included $161.5 related to various acquisitions that were not material individually or in aggregate for separate disc

Retirement Benefits

Retirement Benefits
	12 Months Ended Dec. 31, 2009 USD / shares
Retirement Benefits	10. Retirement Benefits We sponsor various non-contributory employee defined benefit plans through certain subsidiaries. The WellPoint Cash Balance Pension Plan, or the WellPoint Plan, is a cash balance pension plan covering certain eligible employees of the affiliated companies that participate in the WellPoint Plan. Effective January1, 2006, benefits were curtailed, with the result that most participants stopped accruing benefits but continue to earn interest on benefits accrued prior to the curtailment. Certain participants subject to collective bargaining and certain other participants who met grandfathering rules continue to accrue benefits. Several pension plans acquired through various corporate mergers and acquisitions have been merged into the WellPoint Plan. The UGS Pension Plan is a defined benefit pension plan with a cash balance component. The UGS Pension Plan covers eligible employees of the affiliated companies that participate in the UGS Pension Plan. Effective January1, 2004, benefits were curtailed, with the result that most participants stopped accruing benefits but continue to earn interest on benefits previously accrued. Certain employees subject to collective bargaining and certain other employees who met grandfathering rules continue to accrue benefits. The Employees Retirement Plan of Blue Cross of California, or the BCC Plan, is a defined benefit pension plan which covers eligible employees of Blue Cross of California who are covered by a collective bargaining agreement. Effective January1, 2007, benefits were curtailed under the BCC Plan with the result that no Blue Cross of California employees hired after December31, 2006 are eligible to participate in the BCC Plan. All of the plans assets consist primarily of common stocks, fixed maturity securities, investment funds and short-term investments. The funding policies for all plans are to contribute amounts at least sufficient to meet the minimum funding requirements set forth in the Employee Retirement Income Security Act of 1974, as amended, or ERISA, including amendment by the Pension Protection Act of 2006, and in accordance with income tax regulations, plus such additional amounts as are necessary to provide assets sufficient to meet the benefits to be paid to plan participants. We use a December31 measurement date for determining benefit obligations and fair value of plan assets. The following tables disclose consolidated pension benefits, which include the defined benefit pension plans described above, and consolidated other benefits, which include postretirement health and welfare benefits including life, medical, vision and dental benefits offered to certain employees. Calculations were computed using assumptions at the December31 measurement dates. The reconciliation of the benefit obligation is as follows: Pension Benefits Other Benefits 2009 2008 2009 2008 Benefit obligation at beginning of year $ 1,688.8 $ 1,761.0 $ 575.3 $ 560.7 Net effect of adoption of the year-end measurement date provisions 32.4 9.7 Service cos

Medical Claims Payable

Medical Claims Payable
	12 Months Ended Dec. 31, 2009 USD / shares
Medical Claims Payable	11. Medical Claims Payable A reconciliation of the beginning and ending balances for medical claims payable is as follows: Years Ended December31 2009 2008 2007 Gross medical claims payable, beginning of period $ 6,184.7 $ 5,788.0 $ 5,290.3 Ceded medical claims payable, beginning of period (60.3 ) (60.7 ) (51.0 ) Net medical claims payable, beginning of period 6,124.4 5,727.3 5,239.3 Business combinations and purchase adjustments 2.8 15.2 Net incurred medical claims: Current year 47,315.1 47,940.9 46,366.2 Prior years redundancies (807.2 ) (263.2 ) (332.7 ) Total net incurred medical claims 46,507.9 47,677.7 46,033.5 Net payments attributable to: Current year medical claims 42,056.9 42,020.7 40,765.7 Prior years medical claims 5,157.6 5,259.9 4,795.0 Total net payments 47,214.5 47,280.6 45,560.7 Net medical claims payable, end of period 5,420.6 6,124.4 5,727.3 Ceded medical claims payable, end of period 29.9 60.3 60.7 Gross medical claims payable, end of period $ 5,450.5 $ 6,184.7 $ 5,788.0 Amounts incurred related to prior years vary from previously estimated liabilities as the claims are ultimately settled. Liabilities at any year end are continually reviewed and re-estimated as information regarding actual claims payments becomes known. This information is compared to the originally established year end liability. Negative amounts reported for incurred claims related to prior years result from claims being settled for amounts less than originally estimated. The following table provides a summary of the two key assumptions having the most significant impact on our incurred but not paid liability estimates for the years ended December31, 2009, 2008 and 2007, which are the completion and trend factors. These two key assumptions can be influenced by utilization levels, unit costs, mix of business, benefit plan designs, provider reimbursement levels, processing system conversions and changes, claim inventory levels, claim processing patterns, claim submission patterns and operational changes resulting from business combinations. Favorable (Unfavorable) Developments by Changes in Key Assumptions 2009 2008 2007 Trend Factors $ 466.1 $ 383.5 $ 350.3 Completion Factors 341.1 (120.3 ) (17.6 ) Total $ 807.2 $ 263.2 $ 332.7 The favorable development in 2009 resulted from completion factors developing more favorably than those used at December31, 2008 due to recognition of faster claims processing, and trend factors for the most recent two months developing lower than initially anticipated. The key facto

Debt

Debt
	12 Months Ended Dec. 31, 2009 USD / shares
Debt	12. Debt Short-term Borrowings We are a member of the Federal Home Loan Bank of Indianapolis and the Federal Home Loan Bank of Cincinnati, collectively, the FHLBs, and as a member we have the ability to obtain cash advances subject to certain requirements. In order to obtain cash advances, we are required to pledge securities as collateral to the FHLBs, initially equal to a certain percentage of the cash borrowings, depending on the type of securities pledged as collateral. The market value of the collateral is monitored daily by the FHLBs, and if it falls below the required percentage of the cash borrowings, we are required to pledge additional securities as collateral or repay a portion of the outstanding cash advance balance. In addition, our borrowings may be limited based on the amount of our investment in the FHLBs common stock. Our investment in the FHLBs common stock at December31, 2009 totaled $9.4, which is reported in Investments available-for-saleEquity securities on the consolidated balance sheets. At December31, 2009 and 2008, $0.0 and $98.0, respectively, of cash advances from the FHLBs was outstanding and is reported in Short-term borrowings on the consolidated balance sheets. Securities, primarily certain U.S. government sponsored mortgage-backed securities, with a fair value of $230.5 at December31, 2009, have been pledged as collateral. The securities pledged are reported in Investments available-for-saleFixed maturity securities on the consolidated balance sheets. Long-term Debt The carrying value of long-term debt at December31 consists of the following: 2009 2008 Senior unsecured notes: 4.250%, face amount of $300.0, due 2009 $ $ 299.5 5.000%, face amount of $700.0, due 2011 698.7 697.3 6.375%, face amount of $350.0, due 2012 358.5 362.2 6.800%, face amount of $800.0, due 2012 846.2 856.5 5.000%, face amount of $500.0, due 2014 396.8 557.6 6.000%, face amount of $400.0, due 2014 532.9 5.250%, face amount of $1,100.0, due 2016 1,092.1 1,090.9 5.875%, face amount of $700.0, due 2017 692.1 691.1 7.000%, face amount of $600.0, due 2019 594.7 5.264%, face amount of $1,090.0, due 2022 526.7 5.950%, face amount of $500.0, due 2034 494.7 494.5 5.850%, face amount of $900.0, due 2036 889.3 889.0 6.375%, face amount of $800.0, due 2037 789.4 789.2 Surplus notes: 9.125%, face amount of $42.0, due 2010 42.0 41.9 9.000%, face amount of $25.1, due 2027 24.8 24.8 Variable rate debt: Commercial paper program 500.6 897.6 Senior term loan 433.1 498.8 Capital leases, stated or imputed rates from 4.860% to 26.030% due through 2012 13.2 26.0 Total long-term debt 8,399.1 8,743.6 Current portion of long-term debt (60.8 ) (909.7 ) Long-term debt, less current portion $ 8,338.3 $ 7,833.9 In July 2009,May 2009 and March

Commitments and Contingencies

Commitments and Contingencies
	12 Months Ended Dec. 31, 2009 USD / shares
Commitments and Contingencies	13. Commitments and Contingencies Litigation Prior to the acquisition of WellPoint Health Networks Inc., or WHN, the group benefit operations, or GBO, of John Hancock Mutual Life Insurance Company, or John Hancock, entered into a number of reinsurance arrangements, including with respect to personal accident insurance and the occupational accident component of workers compensation insurance, a portion of which was originated through a pool managed by Unicover Managers,Inc. Under these arrangements, John Hancock assumed risks as a reinsurer and transferred certain of such risks to other companies. Similar reinsurance arrangements were entered into by John Hancock following WHNs acquisition of the GBO of John Hancock. These various arrangements have become the subject of disputes, including a number of legal proceedings to which John Hancock is a party. We were in arbitration with John Hancock regarding these arrangements. The arbitration panels Phase I ruling addressed liability. In April 2007, the arbitration panel issued a Phase II ruling stating the amount we owe to John Hancock for losses and expenses John Hancock paid through June30, 2006. The panel further outlined a process for determining our liability for losses and expenses paid after June30, 2006, which liability has not yet been determined. We filed a Petition to Confirm, which was granted by the Court. John Hancock filed an appeal with the Seventh Circuit Court of Appeals. The Seventh Circuit upheld the order from the district court confirming the arbitration awards. John Hancock then filed a petition for rehearing en banc, which was unanimously denied by the Seventh Circuit. We reached a commutation and settlement agreement with John Hancock that resolves all past and potential future liability. The settlement did not have a material effect on our consolidated cash flows, financial condition or results of operations. In various California state courts, we are defending a number of individual lawsuits, including one filed by the Los Angeles City Attorney, and four purported class actions alleging the wrongful rescission of individual insurance policies. The suits name WellPoint as well as Blue Cross of California, or BCC, and BC Life Health Insurance Company, or BCLH (which name changed to Anthem Blue Cross Life and Health Insurance Company in July 2007), both WellPoint subsidiaries. The lawsuits generally allege breach of contract, bad faith and unfair business practices in a purported practice of rescinding new individual members following the submission of large claims. The parties agreed to mediate most of these lawsuits and the mediation resulted in the resolution of some of these lawsuits. In addition, the California Department of Managed Health Care and California Department of Insurance conducted investigations of the allegations. In June 2007, the California Department of Insurance issued its final report in which it issued a number of citations alleging violations of fair-claims handling laws. On July17, 2008 a settlement was reached with the California Department of Managed Health Care regarding the Departments investigation of rescission practices. Pur

Capital Stock

Capital Stock
	12 Months Ended Dec. 31, 2009 USD / shares
Capital Stock	14. Capital Stock Stock Incentive Plans On March15, 2006, our Board of Directors adopted the WellPoint 2006 Incentive Compensation Plan, or the Plan, which was approved by our shareholders on May16, 2006. On March4, 2009, our Board of Directors approved an amendment and restatement of the Plan to increase the number of shares available by 33.0 shares, to rename the plan as the WellPoint Incentive Compensation Plan, or Incentive Plan, and to extend the term of the plan such that no awards may be granted on or after May20, 2019, which was approved by our shareholders on May20, 2009. The Incentive Plan gives authority to the Compensation Committee of the Board of Directors to make incentive awards to our non-employee directors, employees and consultants, consisting of stock options, stock, restricted stock, restricted stock units, cash-based awards, stock appreciation rights, performance shares and performance units. The Incentive Plan, as amended and restated, increases the number of available shares for issuance to 60.1 shares, subject to adjustment as set forth in the Incentive Plan. Stock options are granted for a fixed number of shares with an exercise price at least equal to the fair value of the shares at the grant date. Stock options granted in 2009 and 2008 vest over three years in equal semi-annual installments and generally have a term of seven years from the grant date. The stock options granted in 2007 generally vest over three years in equal semi-annual installments and have a term of ten years from the grant date. Certain option grants contain provisions whereby the employee continues to vest in the award subsequent to termination due to retirement. Our attribution method for newly granted awards considers all vesting and other provisions, including retirement eligibility, in determining the requisite service period over which the fair value of the awards will be recognized. Restricted stock awards are issued at the fair value of the stock on the grant date. The restrictions lapse in three equal annual installments. Beginning with the 2007 grants, restricted stock awards may also include a performance measure that must be met for the restricted stock award to vest. For the years ended December31, 2009, 2008 and 2007, we recognized share-based compensation cost of $153.6, $156.0 and $177.1, respectively, as well as related tax benefits of $52.8, $53.6 and $65.1, respectively. A summary of stock option activity for the year ended December31, 2009 is as follows: Numberof Shares Weighted-Average OptionPrice perShare Weighted-Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Outstanding at January1, 2009 24.2 $ 62.36 Granted 6.8 30.33 Exercised (2.5 ) 32.33 Forfeited or expired (2.0 ) 61.77 Outstanding at December31, 2009 26.5 56.98 5.0 $ 273.6 Exercisable at December31, 2009 18.1 62.32 4.6 $ 121.3 The intrinsic value of options exercised during the years ended December31, 2009, 2008 and 200

Accumulated Other Comprehensive

Accumulated Other Comprehensive Income (Loss)
	12 Months Ended Dec. 31, 2009 USD / shares
Accumulated Other Comprehensive Income (Loss)	15. Accumulated Other Comprehensive Income (Loss) A reconciliation of the components of accumulated other comprehensive income (loss) at December31 is as follows: 2009 2008 Investments: Gross unrealized gains $ 896.5 $ 333.9 Gross unrealized losses (153.7 ) (1,109.6 ) Net pretax unrealized gains (losses) 742.8 (775.7 ) Deferred tax (liability) asset (274.9 ) 277.3 Net unrealized gains (losses) on investments 467.9 (498.4 ) Non-credit component of OTTI on investments: Unrealized losses (32.8 ) Deferred tax asset 12.1 Net unrealized non-credit component of OTTI on investments (20.7 ) Cash flow hedges: Gross unrealized losses (16.5 ) (13.2 ) Deferred tax asset 5.7 4.7 Net unrealized losses on cash flow hedges (10.8 ) (8.5 ) Defined benefit pension plans: Deferred net actuarial loss (555.1 ) (614.6 ) Deferred prior service credits 6.3 7.2 Adoption of FASB measurement date provisions (0.2 ) Deferred tax asset 222.1 247.1 Net unrecognized periodic benefit costs for defined benefit pension plans (326.7 ) (360.5 ) Postretirement benefit plans: Deferred net actuarial loss (162.9 ) (147.0 ) Deferred prior service credits 91.0 100.7 Adoption of FASB measurement date provisions (1.1 ) Deferred tax asset 29.1 19.1 Net unrecognized periodic benefit costs for postretirement benefit plans (42.8 ) (28.3 ) Foreign currency translation adjustment: Gross unrealized gains 1.6 Deferred tax liability (0.4 ) Net unrealized gains on foreign currency translation adjustment 1.2 Accumulated other comprehensive income (loss) $ 68.1 $ (895.7 ) Other comprehensive income (loss) reclassification adjustments for the years ended December31 are as follows: 2009 2008 2007 Investments: Net holding gain (loss) on investment securities arising during the period, net of tax expense (benefit) of $690.8, $40.8 and $(10.6), respectively $ 1,310.4 $ 97.2 $ (5.1 ) Reclassification adjustment for net realized (loss) gain on investment securities, net of tax (benefit) expense of $(138.6), $(419.6) and $3.9, respectively (255.2 ) (759.6 ) 7.3 Total reclassification adjustment on investments 1,055.2 (662.4 ) 2.2 Non-credit component of OTTI on investments: Cumulative effect of adoption of FASB OTTI guidance, net of tax benefit of $54.2 (88.9 ) Non-credit component of OTTI on investments, net of tax benefit of $12.1 (20.7 ) Cash flow hedges:

Reinsurance

Reinsurance
	12 Months Ended Dec. 31, 2009 USD / shares
Reinsurance	16. Reinsurance We reinsure certain risks with other companies and assume risk from other companies. We remain primarily liable to policyholders under ceded insurance contracts and are contingently liable for amounts recoverable from reinsurers in the event that such reinsurers do not meet their contractual obligations. We evaluate the financial condition of our reinsurers and monitor concentrations of credit risk arising from similar geographic regions, activities, or economic characteristics of the reinsurers to minimize our exposure to significant losses from reinsurer insolvencies. A summary of direct, assumed and ceded premiums written and earned for the years ended December31, is as follows: 2009 2008 2007 Written Earned Written Earned Written Earned Direct $ 56,518.4 $ 56,416.6 $ 57,235.1 $ 57,177.8 $ 56,021.8 $ 55,957.5 Assumed 84.9 76.3 51.7 50.7 47.2 47.5 Ceded (110.0 ) (110.9 ) (128.4 ) (127.5 ) (135.6 ) (140.0 ) Net premiums $ 56,493.3 $ 56,382.0 $ 57,158.4 $ 57,101.0 $ 55,933.4 $ 55,865.0 Percentage of amount assumed to net premiums 0.2 % 0.1 % 0.1 % 0.1 % 0.1 % 0.1 % A summary of net premiums written and earned by segment (see Note 19) for the years ended December31 is as follows: 2009 2008 2007 Written Earned Written Earned Written Earned Reportable segments: Commercial $ 34,147.6 $ 34,123.6 $ 34,957.6 $ 34,917.8 $ 35,093.9 $ 35,105.1 Consumer 16,213.8 16,126.8 16,325.0 16,372.8 15,348.1 15,249.5 Other 6,131.9 6,131.6 5,875.8 5,810.4 5,491.4 5,510.4 Net premiums $ 56,493.3 $ 56,382.0 $ 57,158.4 $ 57,101.0 $ 55,933.4 $ 55,865.0 The effect of reinsurance on benefit expense for the years ended December31 is as follows: 2009 2008 2007 Direct $ 46,652.1 $ 47,866.1 $ 46,145.7 Assumed 40.0 27.1 29.8 Ceded (121.0 ) (150.8 ) (138.3 ) Benefit expense $ 46,571.1 $ 47,742.4 $ 46,037.2 The effect of reinsurance on certain assets and liabilities at December31 is as follows: 2009 2008 Policy liabilities, assumed $ 41.1 $ 97.5 Unearned income, assumed 0.5 0.1 Premiums payable, ceded 23.3 41.7 Premiums receivable, assumed 6.8 13.1

Leases

Leases
	12 Months Ended Dec. 31, 2009 USD / shares
Leases	17. Leases We lease office space and certain computer and related equipment using noncancelable operating leases. At December31, 2009, future lease payments for operating leases with initial or remaining noncancelable terms of one year or more consisted of the following: 2010 $ 126.8 2011 111.7 2012 95.6 2013 86.6 2014 78.8 Thereafter 196.3 Total minimum payments required $ 695.8 We have certain lease agreements that contain contingent payment provisions. Under these provisions, we pay contingent amounts in addition to base rent, primarily based upon annual changes in the consumer price index. The schedule above contains estimated amounts for potential future increases in lease payments based on the contingent payment provisions. Lease expense for 2009, 2008 and 2007 was $220.7, $199.2 and $194.8, respectively.

Earnings per Share

Earnings per Share
	12 Months Ended Dec. 31, 2009 USD / shares
Earnings per Share	18. Earnings per Share The denominator for basic and diluted earnings per share at December31 is as follows: 2009 2008 2007 Denominator for basic earnings per shareweighted-average shares 476.3 519.8 593.4 Effect of dilutive securitiesemployee and director stock options and non vested restricted stock awards 4.2 3.2 8.6 Denominator for diluted earnings per share 480.5 523.0 602.0 During the years ended December31, 2009, 2008 and 2007, weighted average shares related to certain stock options of 17.9, 17.5 and 4.8, respectively, were excluded from the denominator for diluted earnings per share because the stock options were anti-dilutive.

Segment Information

Segment Information
	12 Months Ended Dec. 31, 2009 USD / shares
Segment Information	19. Segment Information Our organizational structure is comprised of three reportable segments: Commercial, Consumer and Other. Our Commercial and Consumer segments both offer a diversified mix of managed care products, including PPOs, HMOs, traditional indemnity benefits and POS plans, as well as a variety of hybrid benefit plans, including CDHPs, hospital only and limited benefit products. We revised our reportable segments during the first quarter of 2008 in accordance with a new organizational structure implemented on January1, 2008, which reflects how the chief operating decision maker evaluates the performance of our business. Segment disclosures for 2007 have been reclassified to conform to the 2009 and 2008 presentations. Our Commercial segment includes Local Group (including UniCare), National Accounts and certain other ancillary business operations (dental, vision, life and disability and workers compensation). Business units in the Commercial segment offer fully-insured products and provide a broad array of managed care services to self-funded customers, including claims processing, underwriting, stop loss insurance, actuarial services, provider network access, medical cost management, disease management, wellness programs and other administrative services. Our Consumer segment includes Senior, State-Sponsored and Individual business. Senior business includes services such as Medicare Part D, Medicare Advantage, and Medicare Supplement, while State-Sponsored business includes our managed care alternatives for the Medicaid and State Childrens Health Insurance Plan programs. Our Other segment includes the Comprehensive Health Solutions Business unit, or CHS, that brings together our resources focused on optimizing the quality of health care and cost of care management. CHS included our PBM business until its sale to Express Scripts on December1, 2009, and also includes provider relations, care and disease management, employee assistance programs, including behavioral health, radiology benefit management and analytics-driven personal health care guidance. Our Other segment also includes results from our Federal Government Solutions, or FGS, business. FGS business includes the Federal Employee Program and National Government Services, Inc., which acts as a Medicare contractor in several regions across the nation. The Other segment also includes other businesses that do not meet the quantitative thresholds for an operating segment as defined in FASB segment reporting guidance, as well as intersegment sales and expense eliminations and corporate expenses not allocated to the other reportable segments. We define operating revenues to include premium income, administrative fees and other revenues. Operating revenues are derived from premiums and fees received primarily from the sale and administration of health benefit products. Operating gain is calculated as total operating revenue less benefit expense, selling, general and administrative expense and cost of drugs. Through our participation in various federal government programs, we generated approximately 19%, 20% and 17% of our total consolidated revenues from

Related Party Transactions

Related Party Transactions
	12 Months Ended Dec. 31, 2009 USD / shares
Related Party Transactions	20. Related Party Transactions WellPoint Foundation, Inc., or the Foundation, is an Indiana non-profit organization exempt from federal taxation under Section501(c)(3) of the Internal Revenue Code. The Foundation was formed to conduct, support and assist charitable, health-related, educational, and other community-based programs and projects. The officers and directors of the Foundation are also our officers. These officers and directors receive no compensation from the Foundation for the management services performed for the Foundation but may be reimbursed by the Foundation for any cash expenditures incurred on behalf of the Foundation. We received $0.6 from the Foundation for administrative services provided by our associates in 2009. The Foundation is not a subsidiary of ours and the financial results of the Foundation are not consolidated with our financial statements. A contribution of $10.0 was made to the Foundation in 2009; no contributions were made to the Foundation in 2008 or 2007. We have no current legal obligations for future commitments to the Foundation.

Statutory Information

Statutory Information (Unaudited)
	12 Months Ended Dec. 31, 2009 USD / shares
Statutory Information (Unaudited)	21. Statutory Information (Unaudited) Our insurance and HMO subsidiaries, excluding Blue Cross of California, report their accounts in conformity with accounting practices prescribed or permitted by state insurance regulatory authorities, or statutory, which vary in certain respects from GAAP. Blue Cross of California is regulated by the California Department of Managed Health Care and reports its accounts in conformity with GAAP. Typical differences of GAAP reporting as compared to statutory reporting are the inclusion of unrealized gains or losses relating to fixed maturity securities in shareholders equity, recognition of all assets including those that are non-admitted for statutory purposes and recognition of all deferred tax assets without regard to statutory limits. The National Association of Insurance Commissioners, or NAIC, developed a codified version of the statutory accounting principles, designed to foster more consistency among the states for accounting guidelines and reporting. Our insurance and HMO subsidiaries that are subject to statutory reporting are domiciled in various jurisdictions. These subsidiaries prepare statutory financial statements in accordance with accounting practices prescribed or permitted by the respective jurisdictions insurance regulators. Prescribed statutory accounting practices are set forth in a variety of publications of the NAIC as well as state laws, regulations and general administrative rules. Our ability to pay dividends and credit obligations is significantly dependent on receipt of dividends from our subsidiaries. The payment of dividends to us by our insurance and HMO subsidiaries without prior approval of the insurance departments of each subsidiarys domiciliary jurisdiction is limited by formula. Dividends in excess of these amounts are subject to prior approval by the respective state insurance departments or the California Department of Managed Health Care. Our statutory basis insurance and HMO subsidiaries are subject to risk-based capital requirements. Risk-based capital is a method developed by the NAIC to determine the minimum amount of statutory capital appropriate for an insurance company or HMO to support its overall business operations in consideration of its size and risk profile. The formula for determining the amount of risk-based capital specifies various factors, weighted based on the perceived degree of risk, which are applied to certain financial balances and financial activity. Below minimum risk-based capital requirements are classified within certain levels, each of which requires specified corrective action. Additionally, Blue Cross of California is subject to capital and solvency requirements as prescribed by the California Department of Managed Health Care. As of December31, 2009 and 2008, all of our regulated subsidiaries exceeded the minimum risk-based capital requirements and/or capital and solvency requirements of their applicable governmental regulator. Statutory-basis capital and surplus of our insurance and HMO subsidiaries and capital and surplus of our other regulated subsidiaries, excluding Blue Cross of California, was $7,659.8 and $

Selected Quarterly Financial Da

Selected Quarterly Financial Data (Unaudited)
	12 Months Ended Dec. 31, 2009 USD / shares
Selected Quarterly Financial Data (Unaudited)	22. Selected Quarterly Financial Data (Unaudited) Selected quarterly financial data is as follows: For the Quarter Ended March31 June30 September30 December31 2009 Total revenues $ 15,143.3 $ 15,413.2 $ 15,425.1 $ 19,046.5 Income before income taxes 893.6 1,052.5 1,117.2 4,339.7 Net income 580.4 693.5 730.2 2,741.8 Basic net income per share 1.17 1.44 1.55 6.02 Diluted net income per share 1.16 1.43 1.53 5.95 2008 Total revenues $ 15,553.7 $ 15,666.8 $ 14,961.0 $ 15,069.6 Income before income taxes 879.2 1,186.0 549.4 507.8 Net income 588.1 750.5 820.7 331.4 Basic net income per share 1.08 1.44 1.61 0.65 Diluted net income per share 1.07 1.44 1.60 0.65

Subsequent Events

Subsequent Events
	12 Months Ended Dec. 31, 2009 USD / shares
Subsequent Events	23. Subsequent Events In May 2009, the FASB issued subsequent events guidance, which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued. We have evaluated subsequent events for recognition or disclosure through the time of filing these consolidated financial statements on Form 10-K with the SEC on February18, 2010 and no events, other than those described in these notes, have occurred that require disclosure pursuant to such guidance.

Schedule II-Condensed Financial

Schedule II-Condensed Financial Information of Registrant
	12 Months Ended Dec. 31, 2009 USD / shares
Schedule II-Condensed Financial Information of Registrant	Schedule IICondensed Financial Information of Registrant WellPoint, Inc. (Parent Company Only) Balance Sheets (In millions, except share data) December31 2009 2008 Assets Current assets: Cash and cash equivalents $ 3,318.3 $ 362.7 Investments available-for-sale, at fair value: Fixed maturity securities (amortized cost of $1,163.0 and $28.0) 1,169.4 17.3 Equity securities (cost of $23.4 and $49.7) 27.7 45.2 Other invested assets, current 9.3 7.1 Other receivables 179.0 11.0 Income taxes receivable 93.5 177.2 Net due from subsidiaries 420.0 1,123.4 Securities lending collateral 32.9 18.2 Deferred tax assets, net 105.0 28.0 Other current assets 98.1 85.1 Total current assets 5,453.2 1,875.2 Long-term investments available-for-sale, at fair value: Fixed maturity securities (amortized cost of $0.0 and $282.3) 258.1 Equity securities (cost of $7.1 and $7.3) 7.1 7.3 Other invested assets, long-term 394.2 340.7 Property and equipment, net 3.3 4.9 Deferred tax assets, net, non-current 277.5 385.5 Investment in subsidiaries 27,492.6 27,318.8 Other noncurrent assets 95.3 131.7 Total assets $ 33,723.2 $ 30,322.2 Liabilities and shareholders equity Liabilities Current liabilities: Accounts payable and accrued expenses $ 358.1 $ 222.5 Securities trades pending payable 36.1 Securities lending payable 32.9 18.2 Current portion of long-term debt 52.5 892.4 Other current liabilities 232.8 116.6 Total current liabilities 712.4 1,249.7 Long-term debt 7,908.1 7,396.3 Other noncurrent liabilities 239.4 244.5 Total liabilities 8,859.9 8,890.5 Commitments and contingenciesNote 5 Shareholders equity Preferred stock, without par value, shares authorized100,000,000; shares issued and outstandingnone Common stock, par value $0.01, shares authorized900,000,000; shares issued and outstanding: 449,789,672 and 503,230,575 4.5 5.0 Additional paid-in capital 15,192.2 16,843.0 Retained earnings 9,598.5 5,479.4 Accumulated other comprehensive income (loss) 68.1 (895.7 ) Total shareholders equity 24,863.3 21,431.7 Total liabilities and shareholders equity $ 33,723.2 $ 30,322.2 See accompanying notes. WellPoint, Inc. (Parent Company Only) Statements of Income (In millions) Years ended December31 2009 2008 2007 Revenues Net investment income $ 35.8 $ 83.2 $ 110.2 Net realized (losses) gains on investments (1.6 ) (6.9 ) 13.4 Other-than

Document Information

Document Information
	12 Months Ended Dec. 31, 2009 USD / shares
Document Type	10-K
Amendment Flag	false
Document Period End Date	2009-12-31

Entity Information

Entity Information (USD $)
	12 Months Ended Dec. 31, 2009	Feb. 10, 2010	Jun. 30, 2009
Trading Symbol	WLP
Entity Registrant Name	WELLPOINT, INC
Entity Central Index Key	0001156039
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		443,930,532
Entity Public Float			$24,224,913,268