form8k.htm
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION 
Washington, D.C. 20549 
 
 
 
FORM 8-K 

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

Date of report (Date of earliest event reported): December 31, 2008
 
CENTENE CORPORATION 
(Exact name of registrant as specified in its charter)
 
         
Delaware
(State or other jurisdiction of incorporation) 
  
001-31826
(Commission file number) 
  
42-1406317
(IRS Employer Identification No.)
 
7711 Carondelet Avenue, St. Louis, Missouri 63105
(Address of principal executive office and zip code) 
Registrant’s telephone number, including area code: (314) 725-4477 
 
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):
 
o
  
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     
o
  
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     
o
  
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     
o
  
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 
ITEM 7.01 REGULATION FD DISCLOSURE

On December 31, 2008, the Company issued a press release announcing that it has received a termination notice from AMERIGROUP Corporation relating to the previously disclosed agreement to sell certain assets of University Health Plans, Inc. in the State of New Jersey.  The full text of the press release is included as Exhibit 99.1 to this report. The information contained in the website cited in the press release is not a part of this report.
 
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits.

99.1  Press release of Centene Corporation issued December 31, 2008.
   
 
SIGNATURE 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
         
Date: January 2, 2009
CENTENE CORPORATION
 
  
 
By:  
/s/ KEITH H. WILLIAMSON
  
   
Keith H. Williamson
  
   
Senior Vice President, Corporate Secretary and General Counsel
  


 
 
 
EXHIBIT INDEX 
     
Exhibit
    
Number
  
Description
 
99.1
  
 
Press release of Centene Corporation issued December 31, 2008.