AMERIGROUP Corporation ("Amerigroup") held a Special Meeting of Stockholders on October 23, 2012 (the "Special Meeting"). At the Special Meeting, Amerigroup's stockholders:

• Approved the adoption of the Agreement and Plan of Merger, dated as of July 9, 2012 (as amended by amendment no. 1 thereto and as may be further amended from time to time, the "Merger Agreement"), by and among WellPoint, Inc. ("WellPoint"), Amerigroup and WellPoint Merger Sub, Inc., an indirect wholly-owned subsidiary of WellPoint ("Merger Sub"), pursuant to which Merger Sub will be merged with and into Amerigroup, with Amerigroup surviving the merger as an indirect wholly-owned subsidiary of WellPoint (the "Merger");

• On an advisory basis, approved certain compensation that will or may become payable by Amerigroup to its named executive officers that is based on or otherwise relates to the Merger.

In connection with the Special Meeting, Amerigroup also solicited proxies with respect to the adjournment of the Special Meeting to a later date, if necessary or appropriate, to solicit additional proxies in favor of the proposal to adopt the Merger Agreement. Because there were sufficient votes from Amerigroup's stockholders to approve the proposal to adopt the Merger Agreement, adjournment of the Special Meeting to solicit additional proxies was unnecessary, and the proposal to adjourn the Special Meeting was tabled.

Each proposal is described in detail in Amerigroup's definitive proxy statement dated August 29, 2012, and supplement to definitive proxy statement dated October 3, 2012, which were filed with the Securities and Exchange Commission on August 30, 2012 and October 3, 2012, respectively, and first mailed to Amerigroup's stockholders on or about August 31, 2012 and October 4, 2012, respectively. Stockholders owning a total of 39,473,310 shares voted at the Special Meeting, representing approximately 80% of the shares of Amerigroup's common stock outstanding as of the record date for the Special Meeting.

The final results of voting on each of the matters submitted to a vote of the stockholders during the Special Meeting are set forth below:

                                            For            Against        Abstentions
     1) Approval of Merger Agreement     39,451,711           20,198           1,401
                                            For            Against        Abstentions
     2) Approval of Merger-related       23,744,630       13,720,255       2,008,425
     compensation

On October 23, 2012, Amerigroup issued a press release announcing that its stockholders had approved the adoption of the Merger Agreement at the Special Meeting. The full text of the press release is attached hereto as Exhibit 99.1 and is incorporated herein in its entirety by reference.

(d) Exhibits.

 Exhibit
 Number                Description
 99.1                  Press Release issued by AMERIGROUP Corporation dated
                       October 23, 2012.


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