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EXHIBIT 24
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POWER OF ATTORNEY
KNOW ALL BY THESE PRESENTS that each person whose signature appears below
constitutes and appoints each of William W. McGuire, M.D., and David J. Lubben,
each with full power to act without the other, his or her true and lawful
attorney-in-fact and agent with full power of substitution, for him or her and
in his or her name, place and stead, in any and all capacities, to sign a
Registration Statement on Form S-4 relating to the registration under the
Securities Act of 1933 of common stock of UnitedHealth Group Incorporated (the
"Company") issuable pursuant to that certain Asset Acquisition Agreement, dated
as of December 29, 2000, by and among the Company, United HealthCare Services,
Inc. and Virginia's Physician Network, Inc., and any and all amendments or
post-effective amendments thereto, and to file the same, with all exhibits
thereto, and other documents in connection therewith, with the Securities and
Exchange Commission, and to file the same with such state commissions and other
agencies as necessary, granting unto each such attorney-in-fact and agent full
power and authority to do and perform each and every act and thing requisite and
necessary to be done in and about the premises, as fully to all intents and
purposes as he or she might or could do in person, hereby ratifying and
confirming all that each such attorney-in-fact and agent, or his or her
substitute, may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, this Power of Attorney has been signed on this 11th day
of January, 2001 by the following persons:
/s/ William W. McGuire, M.D.
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William W. McGuire, M.D. Douglas W. Leatherdale
/s/ William C. Ballard, Jr. /s/ Walter F. Mondale
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William C. Ballard, Jr. Walter F. Mondale
/s/ Richard T. Burke /s/ Mary O. Mundinger
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Richard T. Burke Mary O. Mundinger
/s/ Stephen J. Hemsley /s/ Robert L. Ryan
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Stephen J. Hemsley Robert L. Ryan
/s/ William G. Spears
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James A. Johnson William G. Spears
/s/ Gail R. Wilensky
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Thomas H. Kean Gail R. Wilensky
