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):  June 18, 2002


                             CENTENE CORPORATION
             (Exact name of registrant as specified in its charter)

DELAWARE                                      6324               04-1406317

- --------------------------------------------------------------------------------

(State or other jurisdiction of            (Commission        (I.R.S. Employer
incorporation or organization)             File Number)      Identification No.)


                      7711 Carondelet Avenue, Suite 800
                         Saint Louis, Missouri 63105

              -----------------------------------------------------

              (Address of principal executive office and zip code)


                                 (314) 725-4477

                                 --------------

              (Registrant's telephone number, including area code)



ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT

On June 18, 2002, our board of directors, upon the recommendation of its Audit
Committee, dismissed Arthur Andersen LLP as our independent public accountants
and engaged PricewaterhouseCoopers LLP, effective immediately, to serve as our
independent public accountants for the current fiscal year, which will end on
December 31, 2002.

The reports of Arthur Andersen on our consolidated financial statements for each
of our last two fiscal years did not contain an adverse opinion or disclaimer of
opinion, nor were those reports qualified or modified as to uncertainty, audit
scope or accounting principles.

During the fiscal years ended December 31, 2001 and 2000 and through the date of
this current report, (a) there were no disagreements with Arthur Andersen on any
matter of accounting principle or practice, financial statement disclosure, or
auditing scope or procedure that, if not resolved to the satisfaction of Arthur
Andersen, would have caused them to make reference to the subject matter in
connection with their report on our consolidated financial statements for such
years and (b) there were no reportable events as defined in Item 304(a)(1)(v) of
Regulation S-K.

We have provided Arthur Andersen with a copy of the foregoing statements and a
copy of this current report. A copy of the letter of Arthur Andersen, dated June
20, 2002, stating their agreement with these statements is included as Exhibit
16 to this current report.

During the years ended December 31, 2001 and 2000 and through the date of this
current report, we did not consult with PricewaterhouseCoopers with respect to
the application of accounting principles to a specified transaction, either
completed or proposed, or the type of audit opinion that might be rendered on
our consolidated financial statements, or any other matters or reportable events
as set forth in Items 304(a)(2)(i) and (ii) of Regulation S-K.

ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

(a)  Financial Statements of Business Acquired

     Not applicable.

(b)  Pro Forma Financial Information

     Not applicable.

(c)  Exhibits

     Exhibit
     Number         Description
     --------       -----------

       16           Letter dated June 20, 2002 from Arthur Andersen LLP to the
                    Securities and Exchange Commission.



                                    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 thereunto duly authorized.

                                       CENTENE CORPORATION


Dated: June 20, 2002                   By: /s/ Karey L. Witty
                                          -------------------------------------
                                          Karey L. Witty
                                          Senior Vice President,
                                            Chief Financial Officer, Treasurer
                                            and Secretary

EX-16

                              [ANDERSEN LETTERHEAD]



Office of the Chief Accountant
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

June 20, 2002

Dear Sir/Madam:

We have read the first through fourth paragraphs of Item 4 included in the
Form 8-K dated June 18, 2002, of Centene Corporation to be filed with the
Securities and Exchange Commission and are in agreement with the statements
contained therein.

Very truly yours,

/s/ Arthur Andersen LLP

Arthur Andersen LLP



cc:  Mr. Karey L. Witty
     Senior Vice President, Chief Financial Officer, Treasurer and Secretary
     Centene Corporation