October 20, 1999

Alessandro A. Iuppa
Superintendent of Insurance
Maine Bureau of Insurance
34 State House Station
Augusta, Maine 04333-0034

Re: Application of Associated Hospital Service of Maine, d/b/a Blue Cross and Blue Shield of Maine, to Convert to a Stock Insurer and Voluntarily Liquidate and Dissolve and Application of Anthem Health Plan of Maine, Inc., to Acquire the Assets of Associated Hospital Service of Maine, d/b/a Blue Cross and Blue Shield of Maine, and Related Transactions

Dear Superintendent Iuppa:

The Attorney General, pursuant to 24-A M. R. S. A. § 2301(9-D)(O) and 5 M. R. S. A. § 9054(1), submits this application to intervene in the referenced proceeding. Section 2303 of Title 24 of the Maine Revised Statutes Annotated grants the Attorney General the right to intervene as a party and to receive any documents or other information received by the superintendent in connection with the proceeding.

Thank you for your consideration of this application.

Yours very truly,

William H. Laubenstein III

Cc: James B.Zimpritch, Esq.
Robert S. Frank, Esq.