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Oxford Health Plans, Inc. Announces First Quarter 2002 Results

   EPS of $0.78; 20% Over Prior Year Period; Commercial Membership Ahead of
     Expectations; 2002 Full Year Commercial Membership Growth Projection
                                 Raised to 4%

    TRUMBULL, Conn., May 1 /PRNewswire-FirstCall/ -- Oxford Health Plans, Inc.
(NYSE: OHP) today announced net income of $71.4 million, $0.78 per diluted
common share, for the quarter ended March 31, 2002, compared to net income of
$67.6 million, $0.65 per diluted common share, for the same period last year.
    Revenue for the quarter was $1.17 billion, compared to $1.08 billion in
the first quarter last year. Oxford's fully insured commercial membership,
excluding the effect of its recent MedSpan acquisition, increased by
approximately 19,700 members during the quarter to 1.392 million. Medicare
membership declined 10,300 members to 67,500 as a result of the Company's
January 1 withdrawal from Medicare in Nassau County, New York and all but one
New Jersey County. The medical loss ratio for the quarter was 79.9% compared
to 79.5% in the prior year quarter.
    "Oxford's timely new benefit plans, focus on service and health care
affordability have resulted in significant and above expectation enrollment
gains," Norman C. Payson, MD, Oxford's Chairman and CEO said.  "We now believe
our full year 2002 net fully insured commercial enrollment growth will be
approximately 4%, exclusive of our recent MedSpan acquisition.  Enrollment
growth together with a medical loss ratio better than our expectations
resulted in strong earnings for our first quarter," Payson added.
    As of March 31, 2002, the Company had approximately $1.23 billion in
current cash and marketable securities, including over $166 million at the
Parent Company. On April 30, the Parent Company received a dividend of $57
million from its New York health plan based on fourth quarter 2001 results.
"During the first quarter we repurchased 1.9 million common shares for $72
million. We believe our free cash position and future operating cash flows
will support our continued share repurchase program with its remaining
authority of $62 million and will allow us to increase the capital strength of
our operating subsidiaries," said Kurt B. Thompson, Oxford's Chief Financial
Officer.
    As previously announced, the Company will hold a conference call on
Wednesday, May 1, 2002 at 9:00 am (Eastern Time) to review the results of the
first quarter and discuss the outlook for the remainder of 2002.  The public
is invited to listen to this conference call by dialing 1-888-677-8170 (using
the password "Oxford") at least 10 minutes prior to the start of the call.
Individuals who dial in will be asked to identify themselves and their
affiliations. Investors, analysts and the public are also invited to listen to
the conference call over the Internet by visiting our website at
http://www.oxfordhealth.com. To listen to this call live on the Internet,
visit the investor page of Oxford's Web site at least 20 minutes early (to
download and install any necessary audio software)

    Founded in 1984, Oxford Health Plans, Inc. provides health plans to
employers and individuals in New York, New Jersey and Connecticut, through its
direct sales force, independent insurance agents and brokers. Oxford's
services include traditional health maintenance organizations, point-of-
service plans, third party administration of employer-funded benefits plans
and Medicare plans.

    Cautionary Statement Regarding Forward-Looking Statements
    Certain statements in this press release, including statements concerning
the Company's future fully-insured commercial enrollment growth, future free
cash, future operating cash flows and share repurchase program, and future
capital strength of its operating subsidiaries, and other statements contained
herein regarding matters that are not historical facts, are forward-looking
statements as defined in the Securities Exchange Act of 1934; and because such
statements involve risks and uncertainties, actual results may differ
materially from those expressed or implied by such forward-looking statements.
Factors that could cause actual results to differ materially include, but are
not limited to:

     *  Changes in Federal or State regulation relating to health care
        and health benefit plans, including proposed patient protection
        legislation and mandated benefits.
     *  The state of the economy.
     *  The impact of the September 11, 2001 terrorist attacks, subsequent
        cases of anthrax infection or exposure, and any future acts of
        terrorism or war.
     *  Rising medical costs or higher utilization of medical services,
        including higher out-of-network utilization under point-of-service
        plans and new drugs and technologies.
     *  Competitive pressure on the pricing of the Company's products,
        including acceptance of premium rate increases by the Company's
        commercial groups.
     *  Higher than expected administrative costs in operating the Company's
        business and the cost and impact on service of changing technologies.
     *  The ability of the Company to maintain risk transfer and other
        provider arrangements and the resolution of existing and future
        disputes over the reconciliations and performance under such
        arrangements.
     *  Any changes in the Company's estimates of its medical costs and
        expected cost trends.
     *  The impact of future developments in various litigation (including
        pending class and derivative actions filed against the Company and
        certain of its officers and directors, and other proceedings commenced
        against the Company and several employees by certain healthcare
        providers), class actions in Connecticut and New York and related
        litigation by the Connecticut Attorney General, regulatory proceedings
        and other governmental action (including the ongoing examination,
        investigation and review of the Company by various Federal and State
        authorities).
     *  The Company's ability to renew existing members and attract new
        members.
     *  The Company's ability to develop processes and systems to support its
        operations and any future growth and administer new health care
        benefit designs.
     *  Those factors included in the discussion under the caption
        "Business -- Cautionary Statement Regarding Forward-Looking
        Statements" in the Company's Annual Report on Form 10-K for the fiscal
        year ended December 31, 2001.


                  OXFORD HEALTH PLANS, INC. AND SUBSIDIARIES
                        Consolidated Income Statements
                  Three Months Ended March 31, 2002 and 2001
     (In thousands, except per share, per member per month and membership
                               highlights data)

                                                     Three Months Ended
                                                           March 31,
                                                       2002         2001
    Revenues:
    Premiums earned                              $ 1,144,144    $ 1,055,288
    Third-party administration, net                    3,824          3,076
    Investment and other income, net                  21,164         20,113
      Total revenues                               1,169,132      1,078,477

    Expenses:
    Health care services                             914,441        839,164
    Marketing, general and administrative            130,188        118,531
    Interest and other financing charges               3,208          6,059
      Total expenses                               1,047,837        963,754

    Earnings before income taxes                     121,295        114,723
    Income tax expense                                49,852         47,151
    Net earnings                                     $71,443        $67,572

    Earnings per common share - basic                  $0.82          $0.69

    Earnings per common share - diluted                $0.78          $0.65


    Weighted-average common shares
     outstanding-basic                                87,431         98,354
    Effect of dilutive securities:
      Stock options                                    4,646          4,890
    Weighted-average common shares
     outstanding-diluted                              92,077        103,244

    Selected Information
    Medical loss ratio                                  79.9%          79.5%
    Administrative loss ratio                           11.3%          11.2%
    Earnings before income taxes, financing
     charges, depreciation
     and amortization ("EBITDA")                    $129,403       $124,567
    PMPM premium revenue                             $259.02        $243.35
    PMPM medical expense                             $207.02        $193.51
    Fully insured member months                      4,417.2        4,336.5


                                                         As of March 31,
    Membership Highlights                             2002           2001
    Freedom and Liberty Plans                      1,204,900      1,138,500
    HMO                                              236,700        222,200
    Total Fully Insured Commercial                 1,441,600(1)   1,360,700
    Medicare                                          67,500         87,000
    Third-party Administration                        65,400(2)      56,400
    Total Membership                               1,574,500      1,504,100

    (1) Includes Fully Insured Commercial membership of 49,700 related to
        MedSpan.
    (2) Includes Third-party Administration membership of 22,400 related to
        MedSpan.


                  OXFORD HEALTH PLANS, INC. AND SUBSIDIARIES
                         Consolidated Balance Sheets
                  As of March 31, 2002 and December 31, 2001
                      (In thousands, except share data)

                                    Assets
                                                    March 31,      Dec. 31,
                                                      2002           2001
    Current assets:
    Cash and cash equivalents                       $198,824       $345,530
    Investments - available-for-sale,
     at market value                               1,035,646        961,652
    Premiums receivable, net                          56,961         37,127
    Other receivables                                 23,487         24,678
    Prepaid expenses and other current assets          6,340          3,450
    Deferred income taxes                             82,764         83,416
       Total current assets                        1,404,022      1,455,853

    Property and equipment, net                       34,732         35,084
    Deferred income taxes                             14,348          8,348
    Restricted cash and investments                   58,879         58,813
    Goodwill and other intangible assets              26,217             --
    Other noncurrent assets                           22,497         18,627
       Total assets                              $ 1,560,695    $ 1,576,725

                     Liabilities and Shareholders' Equity

    Current liabilities:
     Medical costs payable                          $631,089       $595,064
     Current portion of long term debt                27,344         26,250
     Trade accounts payable and accrued expenses     138,447        116,601
     Unearned revenue                                158,309        201,225
     Income taxes payable                              7,470         47,789
       Total current liabilities                     962,659        986,929

    Long-term debt                                   120,104        126,876

    Shareholders' equity:
    Preferred stock, $.01 par value,
     authorized 2,000,000 shares                          --             --

    Common stock, $.01 par value,
     authorized 400,000,000
     shares; issued and outstanding
     104,232,369 shares in 2002
     and 100,353,007 shares in 2001                    1,042          1,004
    Additional paid-in capital                       686,365        605,661
    Retained earnings                                286,608        215,165
    Accumulated other comprehensive income                68          7,587
    Treasury stock, at cost                         (496,151)      (366,497)
      Total shareholders' equity                     477,932        462,920

      Total liabilities and
       shareholders' equity                      $ 1,560,695    $ 1,576,725


                    OXFORD HEALTH PLANS, INC. AND SUBSIDIARIES
                      Consolidated Statements of Cash Flows
                    Three Months Ended March 31, 2002 and 2001
                                  (In thousands)

                                                      Three Months Ended
                                                           March 31,
                                                     2002              2001
    Cash flows from operating
     activities:
     Net income                                    $71,443            $67,572
     Adjustments to reconcile net
      earnings to
      net cash provided by operating
       activities:
       Depreciation and amortization                 5,178              3,785
       Noncash income                               (3,800)                --
       Deferred income taxes                         5,901             46,590
       Realized gain on sale of
        investments                                 (2,376)            (1,818)
       Changes in assets and liabilities
        (net of balances acquired):
        Premiums receivable                        (16,163)            (1,295)
        Other receivables                            1,191             49,822
        Prepaid expenses and other
         current assets                              1,342               (372)
        Medical costs payable                       11,498              3,759
        Trade accounts payable and
         accrued expenses                            8,198                212
        Unearned revenue                           (41,619)            29,573
        Income taxes payable                        (9,599)                --
        Other, net                                  (2,653)              (450)
         Net cash provided by operating
          activities                                28,541            197,378

    Cash flows from investing
     activities:
     Capital expenditures                           (3,459)            (5,051)
     Purchases of investments                     (470,810)          (189,141)
     Sales and maturities of investments           387,435            132,181
     Acquisitions, net of cash acquired             (1,898)                --
         Net cash used by investing
          activities                               (88,732)           (62,011)

    Cash flows from financing
     activities:
     Proceeds from exercise of stock
      options                                       16,204              4,438
     Redemption of notes payable                    (6,563)            (5,469)
     Payments under capital leases                      --             (1,903)
     Payment of withholding tax on
      option exercises                             (24,056)                --
     Purchase of treasury shares                   (72,100)                --
         Net cash used by financing
          activities                               (86,515)            (2,934)

    Net increase (decrease) in cash and
     cash equivalents                             (146,706)           132,433
    Cash and cash equivalents at
     beginning of period                           345,530            198,632
    Cash and cash equivalents at end of
     period                                       $198,824           $331,065



SOURCE Oxford Health Plans, Inc.




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    CONTACT:
    Investor - Gary Frazier, +1-203-459-7331,
    gfrazier@oxfordhealth.com, or Deborah Abraham, +1-203-459-6674,
    dabraham@oxfordhealth.com, or Media - Maria Gordon-Shydlo,
    +1-203-459-7674, mshydlo@oxfordhealth.com, all of Oxford Health
    Plans