Form 8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

Current Report

 

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported): October 25, 2004

 

CENTENE CORPORATION

(Exact name of registrant as specified in its charter)

 

 

Delaware   000-33395   42-1406317
(State or other jurisdiction of incorporation)   (Commission file number)   (IRS Employer Identification No.)
7711 Carondelet Avenue, Suite 800, St. Louis, Missouri 63105
(Address of principal executive office and zip code)

 

Registrant’s telephone number, including area code: (314) 725-4477

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

 

On October 25, 2004, we issued a press release announcing our financial results for the third quarter ended September 30, 2004. The full text of the press release is included as Exhibit 99.1 to this report. The information contained in the website cited in the press release is not a part of this report.

 

The information in this Form 8-K and exhibit 99.1 attached hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section. Nor shall such information or exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as expressly set forth by specific reference in such a filing.

 

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

 

(c) Exhibits

 

The follow exhibit relating to Item 2.02 shall be deemed to be furnished and not filed:

 

  99.1 Press release of Centene Corporation issued October 25, 2004 as to financial results for the third quarter ended September 30, 2004

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: October 25, 2004

      

CENTENE CORPORATION

            By:  

/s/    MICHAEL F. NEIDORFF        

               

Michael F. Neidorff

Chairman and Chief Executive

Officer

 

EXHIBIT INDEX

 

Exhibit
Number
   

Description

99.1    Press release* of Centene Corporation issued October 25, 2004 as to financial results for the third quarter ended September 30, 2004.

 

* The press release is being furnished pursuant to Item 2.02, and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange of 1934, as amended.