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Washington, D.C. 20549

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 20, 2009


(Exact name of registrant as specified in its charter)

Delaware 001-32209 47-0937650

(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)

8725 Henderson Road, Renaissance One

Tampa, Florida 33634
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (813) 290-6200

Not Applicable
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of
the following provisions (see General Instruction A.2. below):

® Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

® Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

® Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

® Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 8.01 Other Events.

On February 20, 2009, WellCare Health Plans, Inc. issued a press release announcing that it had been notified by the Centers for
Medicare & Medicaid Services (“CMS”) that CMS is suspending marketing of, and enrollments into, the Company’s Medicare products
beginning March 7, 2009. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(a) Financial Statements of Business Acquired.


(b) Pro Forma Financial Information.


(c) Shell Company Transaction.


(d) Exhibits.

99.1 Press Release dated February 20, 2009

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Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be
signed on its behalf by the undersigned hereunto duly authorized.


February 20, 2009

/s/ Heath Schiesser

President and Chief Executive Officer
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Exhibit No. Description

99.1 Press Release dated February 20, 2009

Back to Form 8-K

Exhibit 99.1

Investor relations: Media relations:
Gregg Haddad Amy Knapp
813-865-1284 813-290-6208



TAMPA, FL (February 20, 2009) — WellCare Health Plans, Inc. (NYSE: WCG) is working with the Centers for Medicare & Medicaid Services
(“CMS”) to address issues raised by the agency in a letter that imposed sanctions on the Company’s Medicare Advantage plans and
Medicare Prescription Drug Plans. By March 7, 2009, WellCare will suspend marketing of, and enrollments into, its Medicare health plans.

“We take CMS’ concerns very seriously,” said Heath Schiesser, WellCare’s President and Chief Executive Officer. “We are committed to
complying fully with CMS requirements and serving the needs of our members.”

WellCare is making significant efforts to improve operational effectiveness to address the issues identified by both CMS and the Company’s
own monitoring. WellCare will continue to devote substantial resources towards these initiatives, including engaging independent third
parties to ensure that all of its operations and marketing activities are compliant with CMS’ requirements.

Current members of WellCare’s Medicare health plans are not affected by CMS’ action. Further, this action does not affect the Company’s
Medicaid and S-CHIP plans. All plan members continue to have access to covered health care services.

This action arose from oversight and audits conducted by CMS. The Special Committee of the Board and the Company continue to cooperate
fully in the separate investigations previously disclosed.

About WellCare Health Plans, Inc.

WellCare Health Plans, Inc. provides managed care services exclusively for government-sponsored healthcare programs, focusing on
Medicaid and Medicare. Headquartered in Tampa, Florida, WellCare offers a variety of health plans for families, children, the aged, blind and
disabled and prescription drug plans. The Company served more than 2.5 million members nationwide as of September 30, 2008. For more
information about WellCare, please visit the Company’s website at

Cautionary Statement Regarding Forward-Looking Statements

This release contains “forward-looking” statements that are made pursuant to the Safe Harbor provisions of the Private Securities
Litigation Reform Act of 1995. Statements that are predictive in nature, that depend upon or refer to future events or conditions, or that
include words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” and similar expressions are forward-looking
statements. Forward-looking statements involve known and unknown risks and uncertainties that may cause the company’s actual future
results to differ materially from those projected or contemplated in the forward-looking statements. These risks and uncertainties include,
but are not limited to, risks relating to the duration of the suspension of marketing to and enrollment of Medicare beneficiaries, the
Company’s ability to continue to offer Medicare plans and the potential that CMS or other regulators could impose significant fines,
penalties or operating restrictions on the Company all of which could adversely impact its results of operations. Additional information
concerning these and other important risks and uncertainties can be found under the captions “Cautionary Statement Regarding Forward-
Looking Statements” and “Risk Factors” in the Company’s 2007 Annual Report on Form 10-K filed with the U.S. Securities and Exchange
Commission which contains discussions of the Company’s business and the various factors that may affect it. The Company undertakes no
duty to update these forward-looking statements to reflect any future events, developments, or otherwise.

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