CENTENE CORP — Director's Dealing 2011

Nov 2, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CENTENE CORP (CNC)
CIK: 0001071739
Period of Report: 2011-10-31

Reporting Person: Hunter Jesse N (Exec VP, Corporate Development)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-10-31	Common Stock	M	9000	$13.58	Acquired	113270	Direct
2011-10-31	Common Stock	F	3438	$35.56	Disposed	109832	Direct
2011-11-01	Common Stock	S	4000	$34.32	Disposed	105832	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-10-31	Common Stock Option (right to buy)	$13.58	M	9000	Disposed	2013-08-26	Common Stock (9000)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Common Stock Option (right to buy)	$25.40	2015-12-13	Common Stock (8000)	8000	Direct
Common Stock Option (right to buy)	$25.21	2016-12-12	Common Stock (12000)	12000	Direct
Common Stock Option (right to buy)	$16.84	2018-04-28	Common Stock (10000)	10000	Direct

Footnotes

F1: Mr. Hunter's ownership includes previous awards of 67,167 restricted stock units subject to vesting requirements.

F2: Shares withheld for payment of exercise price of previously reported stock grant.

F3: This sale is pursuant to a 10b5-1 Trading Plan established on September 2, 2011. The weighted average price for this transaction is reported within the form. Full information regarding the number of shares at each price is available upon request.