July 25, 2006
Attention: James Rosenberg
Office of the Chief Accountant
Securities and Exchange Commission
100 F Street, NE
Washington, DC 20549
Re: | UnitedHealth Group Incorporated |
Form 10-K for the year ended December 31, 2005
File Number 001-10864
Ladies and Gentlemen:
On behalf of UnitedHealth Group Incorporated (“Company”), this letter responds to the Staff’s question communicated by Keira Ino of the Staff on May 25, 2006:
1. | SEC Comment: |
Why has the Company not filed a Form 8-K under Item 4.02,“Non-reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review”, as a result of the current review of its stock option practices?
Company Response:
The Company has not filed a Form 8-K under Item 4.02 because neither the Company’s management nor its Board of Directors has concluded that any previously issued quarterly or annual financial statements should no longer be relied upon because of a material error in the financial statements as addressed in Statement of Financial Accounting Standards No. 154 or SEC Staff Accounting Bulletin No. 99. Additionally, the Company has not been notified by its independent accountant that any audit report or completed interim review related to previously issued financial statements should not be relied upon. The Company’s independent and internal reviews discussed in its Quarterly Report on Form 10-Q for the quarter ended March 31, 2006 are continuing.
Securities and Exchange Commission
July 25, 2006
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Please contact the undersigned at (952) 936-5901 with any questions or comments relating to this letter. Thank you.
Yours very truly, | ||
/s/ Patrick J. Erlandson | ||
Patrick J. Erlandson | ||
Chief Financial Officer |
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