8-K

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): February 6, 2009

Health Net, Inc.

(Exact name of registrant as specified in its charter)

Delaware	1-12718	95-4288333
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

21650 Oxnard Street,

Woodland Hills, California 91367

(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code: (818) 676-6000

Not Applicable

Former name or former address, if changed since last report

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:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ 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 February 9, 2009, members of the management team of Health Net, Inc. (the “Company”) will be meeting with investors and analysts. During this meeting, the Company intends to address its prospects and historical performance. The Company will have an audio webcast of its presentation at the meeting at 11:30 a.m. (Eastern Time) on February 9, 2009 from the “Investor Relations–Presentations and Webcasts” section of its website at www.healthnet.com. A replay of the Company’s presentation will be available on the Company’s website, and the Company’s slides for the presentation are attached to this Current Report on Form 8-K as Exhibit 99.1.

The information in this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any Company filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

CAUTIONARY STATEMENT: Certain statements made in this report contain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended, that involve a number of risks and uncertainties. All statements, other than statements of historical information provided herein, may be deemed to be forward-looking statements. These statements are based on management’s analysis, judgment, belief and expectation only as of the date hereof, and are subject to uncertainty and changes in circumstances. Without limiting the foregoing, the words “believes,” “anticipates,” “plans,” “expects,” “may,” “should,” “could,” “estimate,” “intend” and other similar expressions are intended to identify forward-looking statements. Actual results could differ materially due to, among other things, rising health care costs, negative prior period claims reserve developments, additional investment portfolio impairment charges, changes in the economy, volatility in the financial markets, trends in medical care ratios, unexpected utilization patterns or unexpectedly severe or widespread illnesses, membership declines, rate cuts affecting our Medicare or Medicaid business, issues relating to provider contracts, litigation costs, regulatory issues, operational issues, health care reform and general business and market conditions. Additional factors that could cause actual results to differ materially from those reflected in the forward-looking statements include, but are not limited to, the risks discussed in the “Risk Factors” section included within the Company’s most recent Annual Report on Form 10-K and subsequent quarterly reports on Form 10-Q filed with the Securities and Exchange Commission (“SEC”) and the risks discussed in the company’s other periodic filings with the SEC. You are cautioned not to place undue reliance on these forward-looking statements. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date of this report.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1 Health Net, Inc. Presentation Slides for UBS Global Healthcare Services Conference, dated February 9, 2009.

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SIGNATURES

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.

	Health Net, Inc.
February 6, 2009	By:	/s/ Linda V. Tiano
		Name: Linda V. Tiano
		Title: Senior Vice President, General Counsel and Secretary

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EX-99.1

UBS Global Healthcare

UBS Global Healthcare

Services Conference

Services Conference

Jay Gellert

President &

Chief Executive Officer

February 9, 2009

Exhibit 99.1

2

Cautionary Statement

Cautionary Statement

All statements in this presentation, other than statements of historical information, may be

deemed to be forward-looking statements and as such are subject to a number of risks and

uncertainties. These statements are based on management’s analysis, judgment, belief and

expectation only as of the date of this presentation, and are subject to uncertainty and

changes in circumstances. Without limiting the foregoing, statements including the words

“believes,”

“anticipates,”

“plans,”

“expects,”

“may,”

“should,”

“could,”

“estimate,”

“intend”

and

other similar expressions are intended to identify forward-looking statements. Actual results

could differ materially due to, among other things, rising health care costs, negative prior

period claims reserve developments, additional investment portfolio impairment charges,

changes in the economy, volatility in the financial markets, trends in medical care ratios,

unexpected utilization patterns or unexpectedly severe or widespread illnesses, membership

declines, rate cuts affecting our Medicare or Medicaid business,

issues relating to provider

contracts, litigation costs, regulatory issues, operational issues, health care reform and general

business and market conditions. Additional factors that could cause actual results to differ

materially from those reflected in the forward-looking statements include, but are not limited

to, the risks discussed in the “Risk Factors”

section included within the company's most recent

Annual Report on Form 10-K and Quarterly Reports on Form 10-Q for the first, second and

third quarters of 2008 filed with the SEC. Audience participants

are cautioned not to place

undue reliance on these forward-looking statements. The company undertakes no obligation to

publicly revise any of its forward-looking statements to reflect events or circumstances that

arise after the date of this presentation.

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Non-GAAP Measures

Non-GAAP Measures

•

This presentation includes quarterly and full year income

statement measurements that are not calculated and presented

in accordance with Generally Accepted Accounting Principles.

Audience participants should refer to the reconciliation table

available in the company’s fourth quarter and full year 2008

earnings press release, available on the company’s Web site at

www.healthnet.com,

which

reconciles

certain

non-GAAP

financial information to GAAP financial information.

•

Management believes that the non-GAAP financial information

discussed in this presentation is useful as it provides the

audience a basis to better understand the company’s results by

excluding items that are not indicative of our core operating

results for the periods presented.

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Investment Thesis

Investment Thesis

•

Significant value creation opportunities in

Northeast and Arizona

•

Commercial health plan performance positioned

to improve in California and Oregon

•

Medicare improvement in 2009

•

Confidence in TRICARE contract bid

•

Ongoing G&A savings

•

Tangible book value of $8.76 per share*

*As of December 31, 2008

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Northeast and Arizona: Scale Issues

Northeast and Arizona: Scale Issues

•

2009 combined revenues expected to be

between $3.7 billion to $3.8 billion

•

Currently operating at high G&A expense ratio

•

Higher health care unit costs compared

to competitors

•

Projected to operate on a breakeven basis

in 2009 due to Medicare improvements

•

Approximately $500 million of regulatory capital

and surplus in these entities to meet regulatory

requirements

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Commercial Business

Commercial Business

•

Solid commercial franchises in

California and Oregon

•

Sustained pricing discipline for

margin expansion

•

Health care cost management focus

on inpatient unit cost and utilization

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7

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California Business

California Business

•

37 million people

•

Membership concentrated around high population density areas

•

Highest managed care penetration in the U.S.

•

Slowing economy

California Market Dynamics

•

$7.4 billion health plan

•

#2 HMO market share in the state based

on membership with 2.2 million members

•

Dominant network HMO

•

Strong relationships with integrated

physician groups

Health Net’s Market Position

Source: Health Leaders, January 2008

2008 Health Plan Market Share

(All Lines of Business)

Network HMO

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California Commercial Strategy

California Commercial Strategy

Stabilize Membership

Stabilize Membership

Expand Margins

Expand Margins

•

Pricing discipline

•

Shift business mix to more

profitable segments

•

Focus on medical

management

Leverage network

advantage through

capitated medical groups

Inpatient utilization

management and

risk-sharing

Network contracting

•

Improve retention

Price stability

Account service

•

Selectively grow in cost-

competitive geographies

and segments

Leverage cost-effective

HMO offering

Offer a diverse HMO

portfolio

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Medicare: A Plan for Profitable Growth

Medicare: A Plan for Profitable Growth

2009 Expectations

•

2009 Medicare bid

–

Improve gross margin through adjusted premiums and benefit

design and health care cost management initiatives

–

Expected MA MCR improvement of 150 basis points

–

Expected PDP MCR improvement of 500 basis points

•

Grow network-model MA plans and products in core markets

•

Reduce focus on Private Fee-for-Service

•

Position the business to be responsive to potential        

reimbursement changes

Membership

(as of 12/31/08)

Medicare Advantage

272,000

Private-Fee-for-Service

23,000

Medicare Part D

545,000

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Medicaid: A Consistent Performer

Medicaid: A Consistent Performer

•

Opportunities for growth through

geographic expansion and reform

•

812,000 members

•

New Jersey:

–

47,000 members in 14 counties

•

California:

–

765,000 members

–

Medicaid in 10 counties

–

Healthy Families Program in

44 counties

As of December 31, 2008

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Government & Specialty Services

Government & Specialty Services

•

TRICARE North Managed Care contract

•

Partnering with MHN to provide behavioral health services to

military beneficiaries

•

TRICARE reprocurement

–

Formal proposal discussions held in early December 2008

–

Final proposal revision submitted in early January

–

TRICARE Management Activity currently evaluating all resubmitted

bids

–

Current contract extended to March 31, 2010

–

Well-prepared for further extension or new contract transition which

could be as early as June 1, 2009

•

Opportunities for growth

–

TRICARE Overseas (submitted December 19, 2008)

–

Expansion of Military Family Life Counseling

–

Veterans Affairs support for PTSD and traumatic brain injury

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Achieving Operational Excellence

Achieving Operational Excellence

2009 to 2011

2009 to 2011

Harvesting Benefits

Harvesting Benefits

2008 to 2009

2008 to 2009

Year of Investment

Year of Investment

2007 to 2008

2007 to 2008

Recognize Opportunity

Recognize Opportunity

•

Multiple systems

•

Manual processes

and workarounds

•

System consolidation

planning

•

Sequencing of highest

benefit projects

•

Aging and inefficient

systems and technology

•

Application and

infrastructure outsourcing

•

Best-in-class outsourcing

partners to extend

capabilities

•

High cost locations

and functions

•

Consolidate processes,

management and footprint

•

Reduced headcount

•

Business process

outsourcing

•

Strategic sourcing

•

Multiple data warehouses

•

Inconsistent operational

metrics

•

Redundant analytical

functions

•

Consolidate operations

•

Consistent metrics and

analytics

•

Performance-focused

operations

Solid Balance Sheet

•

Total cash and investments of $2.2 billion with an average

credit quality of AA+

•

Investment portfolio with market value of $1.5 billion

•

Net unrealized losses of $12 million

(less than 1% of total cash and invested assets)

•

Total debt of $680 million

•

Excellent liquidity and financial strength

–

Current ratio of 1.6x

–

Working capital of $1.3 billion

–

Total debt-to-capital ratio of 27.9%

–

Tangible net equity of $909 million or $8.76 per share

As of December 31, 2008

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2009 and Beyond

2009 and Beyond

•

Value creation opportunities from Northeast and Arizona

•

Core assets are solid

–

Solid commercial franchises with strong market share

in California and Northwest

–

Opportunities for margin expansion

–

Government & Specialty Services division is a

stable performer with earnings visibility and

growth opportunities

•

Medicare provides earnings growth in 2009

–

2009 bid addresses issues in 2008

–

Positioned to respond to potential changes by

new administration