Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(b) On October 30, 2009, Shawn M. Guertin resigned as Executive Vice President, Chief Financial Officer and Treasurer of Coventry Health Care, Inc. (the "Company"), effective as of November 16, 2009. Mr. Guertin's employment will terminate December 31, 2009, and he and the Company intend to enter into an ongoing consulting arrangement that will continue through December 31, 2011.

(c) John Stelben, age 48, has been named the Company's Interim Chief Financial Officer and the Company's Treasurer, effective upon Mr. Guertin's resignation. Mr. Stelben joined the Company in 1994 as Controller of our Missouri health plan. In 1998, he became Vice President of Business Development in the corporate office where, at various times, he was responsible for Investor Relations, Tax, Treasury, Credit Markets, and Budget and Analysis, and was the Senior Vice-President of Medicare Programs. More recently, Mr. Stelben served as the Chief Financial Officer of the Company's Workers' Compensation business for a period of two years.