March 19, 2004

Jonathan G. Katz
Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC 20549-0609

Re: Request to Testify, File No. S7-10-04

Dear Mr. Katz:

I request the opportunity to appear before the April 1st public hearing of the Securities and Exchange Commission to offer my comments on the proposed market structure changes included in Regulation NMS.

AMERIGROUP Corporation is a multi-state managed health care company focused on serving people who receive health care benefits through publicly sponsored programs including Medicaid, State Children's Health Insurance Program (S-CHIP) and FamilyCare. We are headquartered in Virginia Beach, Virginia and operate plans in Texas, New Jersey, Maryland, Illinois, Florida, and the District of Columbia.

We have been listed on the New York Stock Exchange since January 2003. Prior to this, we were listed on NASDAQ. Our current market capitalization is approximately $1 billion. The private sector capital invested in us and the stability offered on the NYSE has had a positive influence on our 856,000 members and our state partners.

If it is at all possible, I would respectfully ask that my testimony be scheduled in the morning. Please do not hesitate to contact me with questions.


Jeffrey L. McWaters
Chairman and CEO