First Health To Acquire CCN a National Group Health and Workers' Compensation Managed Care Company

Contact: Edward L. Wristen, President and COO
Joseph E. Whitters, CFO
First Health
630-737-7511

FOR IMMEDIATE RELEASE

Downers Grove, IL - May 21, 2001 - First Health Group Corp. (NASDAQ - FHCC) today announced a definitive agreement to acquire CCN, a national group health, workers' compensation and auto managed care company based in San Diego, CA from HCA (NYSE: HCA). The transaction, valued at $195 million to be paid in cash, is anticipated to close in July 2001, subject to regulatory approval. CCN was acquired by HCA in 1997 through its acquisition of Value Health.

James Smith, Chairman and CEO of First Health, noted that the CCN acquisition is a natural extension of the Company's services and will expand the Company's position in the group health, workers' compensation and auto area.  Additionally, Mr. Smith noted that First Health expects to achieve significant cost synergies as the operations are integrated over the course of the next 18 months to better serve CCN's clients.

Jack Bovender, President and CEO of HCA, said that he is enthusiastic about the long-term partnership being established between HCA and First Health.

Edward L. Wristen, President and COO of First Health, stated that the acquisition would be neutral to earnings over the last half of 2001 but will add considerable accretion in 2002 and 2003. This should allow the Company to achieve EPS growth in the 20% area in 2002. Additionally, Mr. Wristen noted that substantially all HCA facilities including hospitals, surgical centers and other providers, as well as employed physicians, will be added to the First Health Network under a long-term agreement. This will add significantly to the national reach of the First Health® Network.

First Health, the nation's premier full-service health benefits company, specializes in providing large employers with one integrated source for group health and workers' compensation. By combining pioneering technology with expert industry knowledge, First Health delivers comprehensive, cost-effective solutions for its clients nationally. For more information, visit the company Web site at www.firsthealth.com.

CCN is a non-risk managed care company offering workers' compensation, group health and auto injury management programs that reduce total claims costs - medical, indemnity and legal - while improving health care outcomes. Approximately 32 million people in 50 states and the District of Columbia benefit from CCN programs and services. CCN manages more than $6 billion in health care costs annually. CCN can be found on the internet at www.ccnusa.com.

Certain statements herein regarding anticipated financial results for fiscal 2001 and beyond and the Company's business and growth prospects are forward-looking statements that involve substantial risks and uncertainties. In accordance with the Private Securities Litigation Reform Act of 1995, factors that could cause the Company's actual results to differ materially from those expressed or implied by such forward-looking statements include, among others, the inability of the Company to continue to:  (i) enter into contracts with and successfully implement programs for new clients within the time frame established by the Company and achieve the revenue growth expected to result from the addition of such clients, (ii) expand its group health, workers' compensation and public sector business,   (iii) achieve the growth in the group health area that is anticipated as a result of the Company's strategy of focusing on larger, multi-sited national employers, (iv) control healthcare benefit expenses, (v) operational cost synergies anticipated as a result of the CCN acquisition, or (vi) ability to timely add HCA facilities to the First Health Medical Network. All forward-looking statements herein are made as of the date hereof and the Company undertakes no obligation to update such statements.