First Health Group Corp. Announces 100% Stock Distribution

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

FOR IMMEDIATE RELEASE

Downers Grove, IL - May 22, 2001 - First Health Group Corp. (NASDAQ - FHCC) announced today that its Board of Directors has authorized a 2-for-1 Common Stock split in the form of a 100% distribution.  The 2-for-1 split is payable on June 25, 2001, to stockholders of record on June 4, 2001.  Stockholders will receive one additional share of Common Stock for each issued and outstanding share held of record.

James C. Smith, the Company's Chairman and Chief Executive Officer, indicated that the stock split is intended to result in a wider distribution and ownership of First Health's stock by enhancing liquidity and making the stock more attractive to a broader range of investors. The Company's last stock split, a 2-for-1, was in the second quarter of 1998. Mr. Smith noted that after the distribution there will be approximately 97,500,000 shares outstanding.

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 website at www.firsthealth.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.