Current assets

Exhibit 10.7.7

		Illinois Department of Public Aid
		201 South Grand Avenue East
		Springfield, Illinois ###-###-####
Rod R. Blagojevich, Governor		Telephone: (217)  ###-###-####
Barry S. Maram, Director		TTY: (800)  ###-###-####

March 31, 2004

Jean Moise
President & CEO
Amerigroup Illinois, Inc.
211 W. Wacker Drive, Suite #1350
Chicago, IL 60606

Dear Mr. Moise,

Enclosed please find four originals of an amendment to the Contract for Furnishing Health Services between Amerigroup Illinois, Inc. and the Department. This amendment changes the expansion language in the Contract to allow the Department’s expansion approval letter including an amended Attachment Ito be incorporated in and become part of the Contract.

Please have all four originals completed and signed, and return them to my attention no later than close of business Monday, May 12, 2004.

If you have any questions, please feel free to contact me at (217)  ###-###-####.

Sincerely,

Kelly Carter, Chief
Bureau of Contract Management
Attachments

STATE OF ILLINOIS
DEPARTMENT OF PUBLIC AID

AMENDMENT NO. 1 TO THE
CONTRACT FOR FURNISHING HEALTH SERVICES
BY A
MANAGED CARE ORGANIZATION
2004-24-001-KA1

WHEREAS, the parties to the Contract for Furnishing Health Services by a Managed Care Organization (“CONTRACT”), the Illinois Department of Public Aid, 201 South Grand Avenue East, Springfield, Illinois ###-###-#### (herein referred to as “Department”), acting by and through its Director, and Amerigroup Illinois, Inc., 211 West Wacker Drive, Chicago, Illinois 60606 (hereinafter referred to as “Contractor”), desire to amend the CONTRACT; and

WHEREAS, pursuant to Article 9, Section 9.9 (a) of the CONTRACT, the CONTRACT may be modified or amended by the mutual consent of the parties;

NOW THEREFORE, the CONTRACT shall be amended as follows:

          IN WITNESS WHEREOF, the parties have hereunto caused this agreement to amend the CONTRACT to be executed by their duly authorized representatives, effective March 15, 2004.

STATE OF ILLINOIS
DEPARTMENT OF PUBLIC AID

AMENDMENT NO. 1 TO THE
CONTRACT FOR FURNISHING HEALTH SERVICES
BY A
MANAGED CARE ORGANIZATION
2004-24-001-KA1

WHEREAS, the parties to the Contract for Furnishing Health Services by a Managed Care Organization (“CONTRACT”), the Illinois Department of Public Aid, 201 South Grand Avenue East, Springfield, Illinois ###-###-#### (herein referred to as “Department”), acting by and through its Director, and Amerigroup Illinois, Inc., 211 West Wacker Drive, Chicago, Illinois 60606 (hereinafter referred to as “Contractor”), desire to amend the CONTRACT; and

WHEREAS, pursuant to Article 9, Section 9.9 (a) of the CONTRACT, the CONTRACT may be modified or amended by the mutual consent of the parties;

NOW THEREFORE, the CONTRACT shall be amended as follows:

          IN WITNESS WHEREOF, the parties have hereunto caused this agreement to amend the CONTRACT to be executed by their duly authorized representatives, effective March 15, 2004.

STATE OF ILLINOIS
DEPARTMENT OF PUBLIC AID

AMENDMENT NO. 1 TO THE
CONTRACT FOR FURNISHING HEALTH SERVICES
BY A
MANAGED CARE ORGANIZATION
2004-24-001-KA1

          IN WITNESS WHEREOF, the parties have hereunto caused this agreement to amend the CONTRACT to be executed by their duly authorized representatives, effective March 15, 2004.

STATE OF ILLINOIS
DEPARTMENT OF PUBLIC AID

AMENDMENT NO. 1 TO THE
CONTRACT FOR FURNISHING HEALTH SERVICES
BY A
MANAGED CARE ORGANIZATION
2004-24-001-KA1

WHEREAS, the parties to the Contract for Furnishing Health Services by a Managed Care Organization (“CONTRACT”), the Illinois Department of Public Aid, 201 South Grand Avenue East, Springfield, Illinois ###-###-#### (herein referred to as “Department”), acting by and through its Director, and Amerigroup Illinois, Inc., 211 West Wacker Drive, Chicago, Illinois 60606 (hereinafter referred to as “Contractor”), desire to amend the CONTRACT; and

WHEREAS, pursuant to Article 9, Section 9.9 (a) of the CONTRACT, the CONTRACT may be modified or amended by the mutual consent of the parties;

NOW THEREFORE, the CONTRACT shall be amended as follows:

          IN WITNESS WHEREOF, the parties have hereunto caused this agreement to amend the CONTRACT to be executed by their duly authorized representatives, effective March 15, 2004.