SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* MCGARRY JAMES E (Last) (First) (Middle) 6705 ROCKLEDGE DR STE 900 (Street) BETHESDA MD 20817 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol COVENTRY HEALTH CARE INC [ CVH ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Senior Vice President
	3. Date of Earliest Transaction (Month/Day/Year) 06/04/2004
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/04/2004		M		10,000	A	$4.46	91,262(1)	D(2)
Common Stock	06/04/2004		S		10,000	D	$49.15	81,262(3)	D(2)
Common Stock	06/04/2004		M		2,700	A	$4.46	83,962(4)	D(5)
Common Stock	06/04/2004		S		2,700	D	$49.1	81,262(6)	D(5)
Common Stock	06/04/2004		M		2,300	A	$4.46	83,562(7)	D(8)
Common Stock	06/04/2004		S		2,300	D	$49.01	81,262(9)	D(8)
Common Stock	06/04/2004		M		2,600	A	$4.46	83,862(10)	D(11)
Common Stock	06/04/2004		S		2,600	D	$48.85	81,262(12)	D(11)
Common Stock	06/04/2004		M		100	A	$4.46	81,362(13)	D(14)
Common Stock	06/04/2004		S		100	D	$48.87	81,262(15)	D(14)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Common Stock	$4.46	06/04/2004		M			10,000	12/20/2003	12/20/2009	Common Stock	10,000	$0	85,000	D
Common Stock	$4.46	06/04/2004		M			2,700	12/20/2003	12/20/2009	Common Stock	2,700	$0	82,300	D
Common Stock	$4.46	06/04/2004		M			2,300	12/20/2003	12/20/2009	Common Stock	2,300	$0	80,000	D
Common Stock	$4.46	06/04/2004		M			2,600	12/20/2003	12/20/2009	Common Stock	2,600	$0	77,400	D
Common Stock	$4.46	06/04/2004		M			100	12/20/2003	12/20/2009	Common Stock	100	$0	77,300	D

Explanation of Responses:

1. Includes the following: Table I- Non-Derivative Securities comprised of 10,000 shares acquired pursuant to the exercise of an option, 73,907 shares held outright as restricted common stock, 7,355 shares held indirectly by Managed Account.

2. See Footnote #1 for shares held directly and indirectly.

3. Same as Footnote #1 except the total shares held outright is reduced by the sale of 10,000 shares.

4. Includes the following: Table I- Non-Derivative Securities comprised of 2,700 shares acquired pursuant to the exercise of an option, 73,907 shares held outright as restricted common stock, 7,355 shares held indirectly by Managed Account.

5. See Footnote #4 for shares held directly and indirectly.

6. Same as Footnote #4 except the total shares held outright is reduced by the sale of 2,700 shares.

7. Includes the following: Table I- Non-Derivative Securities comprised of 2,300 shares acquired pursuant to the exercise of an option, 73,907 shares held outright as restricted common stock, 7,355 shares held indirectly by Managed Account.

8. See Footnote #7 for shares held directly and indirectly.

9. Same as Footnote #7 except the total shares held outright is reduced by the sale of 2,300 shares.

10. Includes the following: Table I- Non-Derivative Securities comprised of 2,600 shares acquired pursuant to the exercise of an option, 73,907 shares held outright as restricted common stock, 7,355 shares held indirectly by Managed Account.

11. See Footnote #10 for shares held directly and indirectly.

12. Same as Footnote #10 except the total shares held outright is reduced by the sale of 2,600 shares.

13. Includes the following: Table I- Non-Derivative Securities comprised of 100 shares acquired pursuant to the exercise of an option, 73,907 shares held outright as restricted common stock, 7,355 shares held indirectly by Managed Account.

14. See Footnote #13 for shares held directly and indirectly.

15. Same as Footnote #13 except the total shares held outright is reduced by the sale of 100 shares.

	/s/ James E. McGarry	06/07/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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