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TEXT-S&P keeps Amerigroup Corp on watch positive

Overview

-- WellPoint's acquisition of Amerigroup will likely close by year-end 2012.

-- We are keeping our 'BB+' counterparty credit rating on Amerigroup on CreditWatch Positive.

-- We could raise the rating by up to four notches to be consistent with our rating on WellPoint Inc.

Rating Action On Oct. 9, 2012, Standard & Poor's Ratings Services said that its 'BB+' long-term counterparty credit rating on Amerigroup Corp.

(AGP) remains on CreditWatch with positive implications where it was initially placed July 9, 2012, following WellPoint Inc.'s

announcement that it has entered into an agreement to acquire Amerigroup.

Rationale

The CreditWatch placement reflects Amerigroup's anticipated acquisition by a higher-rated entity (WellPoint), which likely will result in an upgrade by up to four notches. The company expects the acquisition to close by year-end 2012.

CreditWatch

We will continue to monitor Amerigroup's operating performance and financial condition, as well as discuss its capital structure and role within the acquiring firm with WellPoint's management. We expect Amerigroup's operating health plans to operate as wholly owned subsidiaries of WellPoint. We expect to raise our rating on Amerigroup by up to four notches to be consistent with our 'A-/Stable/A-2' counterparty credit rating on WellPoint.

Related Criteria And Research

-- WellPoint Outlook Revised To Positive From Stable, Rating Affirmed On Announced Amerigroup Acquisition, July 9, 2012

-- Use Of CreditWatch And Outlooks, Sept. 14, 2009

Ratings List Ratings Remain On CreditWatch Amerigroup Corp. Counterparty Credit Rating Local Currency BB+/Watch Pos/-- Senior Unsecured BB+/Watch Pos

Complete ratings information is available to subscribers of RatingsDirect on the Global Credit Portal at

. All ratings referenced herein can be found on Standard & Poor's public Web site at . Use the Ratings search box located in the left column. (New York Ratings Team)

((e-mail: pam.niimi@thomsonreuters.com; Reuters Messaging: pam.niimi.reuters.com@reuters.net; Tel:1-646-223-6330;))

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