Press Release

Independence Blue Cross Elects Executives to Succeed G. Fred DiBona, Jr.

Philadelphia, PA - January 26, 2005 - The Independence Blue Cross Board of Directors, at its regularly scheduled meeting today, unanimously elected Joseph A. Frick as its new President and Chief Executive Officer, and Christopher D. Butler as its new Executive Vice President and Chief Operating Officer, effective immediately.

These decisions by the board follow closely on the heels of the unfortunate passing of former President and CEO G. Fred DiBona, Jr. , who succumbed to cancer on January 11.

Since January 4, 2005, Frick and Butler have jointly overseen the day-to-day activities of the company.

Robert H. Young, Esq., chairman of the IBC Board of Directors, said the board moved quickly to fill these positions because it felt the right people were already here, and so the management team could continue to focus on the important needs of our customers, and not be unnecessarily distracted by issues of succession.

“Continuity was critical to us as a company, especially considering the highly competitive industry we operate in,” said Young. “Both Joe and Chris are familiar with our business and our industry. They have distinguished themselves as part of a gifted senior management team that worked closely with Fred for more than a decade. They have been at the forefront of our strategic planning, and will now be even more instrumental in our future successes.

“We are quite confident in the senior team that Fred put together. Collectively, they have more than 175 years of service with our company. Their experience is absolutely crucial to tackling the emerging issues facing health insurers today…and tomorrow. We fully expect that Joe and Chris, along with the continued dedication and hard work of our 9,000 associates, will successfully carry out the important mission of Independence Blue Cross.”

The IBC Board Chairman also noted that the issue of finding a successor to DiBona is not something that simply got their attention on January 11.

“Like most progressive companies, executive succession planning is part of our annual Human Resources management process. Throughout 2004, Fred appropriately discussed his health and work status with the board. And, when it became obvious that his illness was very serious, Fred sat down with us to further refine our succession planning options. I'm pleased we were prepared to make an expeditious and appropriate decision that positions us well for the long term.”

Frick, 52, had been Senior Vice President - Human Resources and Administration since 1997. In this capacity, he was responsible for corporate planning and business development, as well as IBC's Human Resources and Administrative services functions. He joined IBC in 1993 as Vice President, Human Resources, after spending almost six years in several HR positions at Philadelphia Newspapers Inc. (PNI). Before coming to PNI, Frick spent 13 years at Westinghouse Electric Corporation in various training and development, quality control and planning positions. He is a graduate of the University of Notre Dame with an MBA in Management from Loyola College.

Butler, 53, had been Senior Vice President and Chief Marketing Officer for IBC and its subsidiary companies since 1995. He previously served as Senior Vice President of Marketing for Keystone Health Plan East, the HMO subsidiary of IBC. Before joining Keystone, Butler was Vice President, Major Accounts, for Blue Cross and Blue Shield of Ohio, and served in myriad capacities for Blue Cross and Blue Shield of New Jersey. He is a graduate of St. Francis University, Loretto, PA.

Independence Blue Cross is the leading health insurer in Southeastern Pennsylvania. Nationwide, IBC and its affiliates provide coverage to nearly 3.5 million people.