Capital Group Companies, Inc.

333 South Hope Street

Los Angeles, California 90071

J. Michael Low. P.C.

Low & Childers, P.C.

2999 North 44th Street, Suite 250

Phoenix, Arizona 85018

Christopher P. Wing, President

PacifiCare of Washington, Inc.

Post Office Box 9005

Mercer Island, Washington 98040

PacifiCare Health Systems, Inc. (PHS) is a California domestic insurance holding company, and owns 100% of the following Washington domestic insurance company:

PacifiCare of Washington, Inc., a registered health care service contractor.

Capital Group Companies, Inc. (CGC), and CGC Management Companies (CGCM) filed its disclaimer of control as to the identified Washington domestic insurer in anticipation of its acquisition of 10% or more or the voting stock of PHS.

The acquisition of a domestic Washington insurance company is controlled by Chapter 48.31B RCW. RCW 48.31B.005 establishes a presumption of control "if a person, directly or indirectly, owns, controls, holds with the power to vote, or holds proxies representing, ten percent or more of the voting securities of any other person."

YOU ARE HEREBY NOTIFIED that a hearing will be held commencing Friday, March 24, 2000, at 10:00 a.m. in the 2nd Floor Conference Room at 420 Golf Club Road, Lacey, Washington 98503, to consider all appropriate action concerning the proposed acquisition of PHS as described in the Disclaimer of Control attached to this notice as Exhibit A.

The hearing will be held under the authority granted the Commissioner by RCW 48.02.060(3) and RCW 48.31B.025(11).

The basic facts relied upon are those set forth in the Disclaimer of Control filed with the Commissioner. The complete Disclaimer of Control will be made part of the record of the hearing.

The Commissioner has not taken, and will not take, any position on this matter prior to entry of the hearing order.

All parties may be represented at the hearing. They may examine witnesses and fully respond and present evidence and argument on all issues involved, as required by the Administrative Procedure Act. The hearing will be governed by the Administrative Procedure Act, Chapter 34.05 RCW, and the model rules of procedure contained in Chapter 10-08 WAC. A party who fails to attend or participate in any stage of the proceeding may be held in default in accordance with Chapter 34.05 RCW.

The Commissioner will be represented by James Tompkins, Assistant Deputy Commissioner.

Deputy Insurance Commissioner James T. Odiorne has been designated to hear and determine this matter. His address is Office of the Insurance Commissioner, Post Office Box 40259, Olympia, Washington 98504-0259. His telephone number is (360) 407-0420.

ENTERED AT OLYMPIA, WASHINGTON, this 18th day of February, 2000.

Deborah Senn

Insurance Commissioner

By:

James T. Odiorne, CPA, JD

Deputy Insurance Commissioner

Company Supervision Division

© Washington State Code Reviser's Office