X0202 4 2005-12-19 0 0001027974 PACIFICARE HEALTH SYSTEMS INC /DE/ PHS 0001069411 PHANSTIEL HOWARD G 5995 PLAZA DRIVE CYPRESS CA 90630 1 1 0 0 Chairman of the Board & CEO Common Stock Units 2005-12-19 4 A 0 13775 0 A Common Stock 13775 247330 D Represents the deferral of a portion of the reporting person's annual bonus into Common Stock Units under the PacifiCare Health Systems, Inc. Third Amended and Restated Stock Unit Deferred Compensation Plan. Upon distribution, the reporting person receives shares of PacifiCare Common Stock equal to the number of vested Common Stock Units held. The Common Stock Units will be distributed on the earlier of (i) the date, after 12/31/07, specified in an election made by the reporting person or (ii) the reporting person's termination of employment, death, disability or change of control of the Company. The Common Stock Units will be distributed in a lump sum or equal installments over 3 to 5 years as specified in an election made by the reporting person, except for distributions upon change of control which will be distributed in a lump sum. By: Michael E. Jansen For: Howard G. Phanstiel 2005-12-20